


Meaning Of Life

by BlairDrakko



Category: Transformers - All Media Types, Transformers: Prime
Genre: Angst, Dark, Despair, Fluff and Angst, Hidden Depths, Hope, M/M, Madness, Megatron is an Asshole, Megatron's Demons, Multi, Other Additional Tags to Be Added, Prisoner of War, Rape/Non-con Elements, Slow Burn, Slow To Update, Sticky Sexual Interfacing, fluff and darkness, light - Freeform, shock therapy
Language: English
Status: In-Progress
Published: 2018-12-17
Updated: 2019-08-31
Packaged: 2019-09-21 11:50:53
Rating: Explicit
Warnings: Graphic Depictions Of Violence, Rape/Non-Con
Chapters: 17
Words: 108,446
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17043212
Author URL: https://archiveofourown.org/users/BlairDrakko/pseuds/BlairDrakko
Summary: Knockout is tired, and weary of just existing after Breakdown's death, yet he continues on because what else can he do? This is what he knows, this world of hate, and belittlement, this world under the jagged shadow of Megatron's rule, it is where his kind belongs, isn't it?Yet when he comes across an injured Prime and they begin to talk, he finds himself beginning to question everything, that is until his wretched Lord finds them...Now he is faced with the revelations that bloomed that fateful night, and his growing attachment to the one mech his leader obsesses over more than anything in the universe.Will he find the courage to save them both, or will he stay within the comfort of agony he knows so well?





	1. Unexpected Talk

**Author's Note:**

> Hello, new story. Ummm I dunno what I am doing but hope you all like it! Not sure where this will lead, it may get darker... Megatron is not very nice here... Tags will probably change... and maybe rating... I do not own Transformers, Hasbro does, don't sue etc.

“Ugh, I despise this place.” Knockout groaned as he walked through the energon mine. He hated being underground, especially on this disgusting, wet, and filthy organic planet!

He had been ordered to come down to the mine to get some samples for Shockwave to analyze.  ** _Like some common peon!_** He thought bitterly; when a terrible earthquake  had occurred and his exit was then officially blocked by thousands of pounds of rubble and boulders.

**_Of COURSE it had to happen when I was down here! Couldn’t be Starscream, or fragging Airachnid NOOOOO, had to be me! Not like I don’t suffer enough from being associated with all of those no good, idiotic…_ **

An aftershock rumbled the earth below him and he scanned the walls of the tunnel around him nervously, crouching as he did so. **_Oh please, don’t let me be buried down here for eternity! With the dirt, and insects and…_**

“AHHH!” He cried out as a squeak sounded near his pede and quickly scrambled away, just to find two glowing optics of some Earth rodent peering at him hatefully. He growled at the pest, “FRAG OFF!” He screamed as he kicked out at the little thing sending it scurrying away.

 ** _HA! Take that creature of DARKNESS!_** He knew that _perhaps_ it was pathetic to be proud of scaring away something so small, but as he was already in _slight_ panic mode he decided to forgive his pettiness. He pushed himself back up to his pedes, trying in vain to clean the dirt from his frame.

Venting wearily he continued his slow trek into the deeper parts of the mine, eventually having to adjust his optics to their most sensitive setting to see. He knew this mine had multiple exits, as he had seen a schematic Soundwave had pulled up for him, but he now cursed himself for no committing it to memory. **_Sometimes I am too cocky for my own good._**

This mine had been created from the humans, and been abandoned long ago, **_Proooobably for safety reasons,_** he thought begrudgingly as another aftershock shook the world around him. Anyways, Shockwave had evidently picked up an odd energy signal within the accursed underground maze, and _Megatron_ thought _he_ was best suited to go analyze it!?

Knockout grit his denta in frustration. **_Sometimes I think Megatron is TRYING to get me killed off!_**

The red mech kicked at a few of the stones that had been freed from the last rumble, his spark growing heavy as he walked. It had seemed since Breakdown died his worth to the Decepticons had greatly diminished, even though he was the _only_ capable medic on the whole _fragging_ ship! Megatron constantly compared his skills to Ratchet’s, saying how he would trade Knockout in an instant for the Autobot medic.

It wasn’t Knockout’s fault he was less skilled, if fragging _Megatron_ hadn’t destroyed the whole _fragging_ planet, _maaaaybe_ he would have been able to finish his TRAINING! **_Selfish PRICK! Thinks the whole universe owes him something, I swear!_**

He growled quietly as he tried to force his thoughts away from his _glorious_ leader and, and the wretched, and too easily consuming thoughts of his dead lover. It was never good to start down that path. Yes it had been sometime since Breakdown… Well, since he, he… **_STOP! JUST STOP!_**

He shook his helm angrily and forced himself to focus on the dirt that continued to stubbornly fuse itself to his plating. Better to be angry at that than anything else.

Knockout continued to walk for what seemed like breems, unable to pull up his navigation, chronometer, or comm system because he was so far underground. He was basically blind and deaf down here, and all alon..

Something akin to a groan, or… or was it a _growl_ was heard from the tunnel ahead of him, and he immediately froze. **_What, what the frag was that!?_**

He hardly vented as he tuned his audials up, listening intently as his spark hammered in his chassis. Kliks passed by, and still he heard nothing and he forced himself to laugh. **_Ha, too many horror films mech._**

He had started to walk forwards again, rubbing his helm as he chuckled to himself, when he heard it again. “EEEEP!” He squeaked out, falling to the ground into a ball. **_WHAT DO I DO!? It could be ANYTHING! What, what would be down here!? So far down into the Earth, where it is only darkness and… ARRRRGH STOP IT MECH! You are a FEARSOME DECEPTICON! START ACTING LIKE IT!_**

He pulled himself up, transforming his servo into his saw as he forced himself forwards. As he walked the tunnel he was in began to grow brighter, and he felt his spark skip with hope. Maybe, once he killed whatever monster was in there. He would be able to escape this wretched place!

His venting was strained as he neared what seemed to be a huge open chamber at the end of his tunnel. He didn’t have a clear view of what was around him as there were odd boulders, and piles of rubble all around. It seemed the cave’s ceiling had collapsed after the earth quake.

He slowly made it to the end of the tunnel, and pressed his frame flush against the inner wall, his helm peeking out as he scanned over the vast chamber. **_Arrrgh, I can’t see scrap! What could be out there? Maybe something fell from above? Maybe… Maybe like a BEAR!? Wait, do they have bears in the desert? I DON’T FRAGGIN KNOW!_**

He heard another sound, yet this time it seemed more like a pained moan than anything. **_AHHHH HAAAA! Maybe it is injured? Ok Knockout, time to show your IRON! You can do this, just go slow! Yeaaaah, surprise the beast and then, CUT ITS FRAGGIN HELM OFF! Or head, yeah head! Head is such a stupid term, honestly, and that males use it in reference of their…. NO! FOCUUSSSSS!_**

He shook his helm and began to carefully crawl over the rocky terrain, his saw leading him at first until he realized he couldn’t climb for slag with his weapon engaged and transformed it back.

He could hear the creature moan painfully once again, and just as he was about to crest the tallest boulder, his systems suddenly blazed online, and he had to force himself not to yell out in glee. He immediately sent out a distress beacon, wondering if any of his teammates would even care enough to answer his call.

He vented dejectedly, lifting his arm to comm them instead and yell at the fraggers until they came for him, but as he lifted his servo the other began to slip down the front of the boulder, and he had only a moment to brace himself as he suddenly tipped forwards and plunged down front side of the rock.

“AHHHHH!” He screamed, his frame spinning and rolling over itself until finally _slamming_ into the ground below. He grunted as fiery pain burned through his back struts, and he looked down at his frame horrified to see the state that his plating was in. There were scratches and dirt EVERYWHERE, nevermind splotches of energon and…

“Kn…Knockout?” A deep voice called out weakly and the medic yelped as he jumped to his pedes, his servo transforming and saw _roaring_ to life just to find two tired blue optics shinning at him just a few feet away.

“Holy scrap, Prime!? You scared the FRAG out of…” Knockout’s voice fell away as he scanned over the Prime. It seemed the larger mech had either been in the mine, or walking above it when the quake hit, but either way his frame was now crushed under a large boulder that had fallen. Well, his left leg specifically, and given the dim look in his optics, and the puddle of energon that was soaking into the sands beneath him, his leg was probably crushed pretty badly.

Knockout lowered his arm, finding himself uncertain with what to do concerning the predicament he suddenly found himself in. “Uhhh, that looks... uncomfortable,” He said, immediately feeling stupid.

Optimus may have smiled, Knockout couldn’t tell because of his battle mask, but a low chuckle came from the Prime, “I have been in better circumstances.” Optimus looked over Knockout’s frame, “Are you injured?”

Knockout scoffed at the Prime’s concern for him, yet he did appreciate it, quietly. “Well, my plating looks as if I was attacked by a pack of raging blenders, but otherwise I am fine.” The red mech looked up, relieved to see the sky above him, yet his spark shrank as he realized how high the surface was. **_There is no way I will reach the edge, not unless…_**

He looked back down at the injured Prime, his processor calculating. If he could free the Prime, and somehow get him to lift him. Course, there was the problem of the giant boulder, and the possibility of the Prime attacking him once freed.

**_Nah, Prime is too fragging honorable to pull something like that, right?_ **

Optimus vented brokenly, a small whimper escaping his intake as he tried to still his frame. Knockout frowned, feeling just a _little_ guilty for focusing on how he could _use_ the poor mech instead of how he could help him. **_Been spending too much time with those fragging cutthroat monsters._**

Once upon a time he had been a very different mech, one that delighted in the gift of healing. He used to be at the top of his class, always ready and willing to learn of new procedures, or ways he could help his fellow Cybertronians. That all ended the moment Breakdown joined the Decepticons, convincing him to do so as well.

**_Arrrgh, don’t think of him! Ok mech, stay focused. Help the Prime, and maybe he will help you?_ **

Knockout transformed his servo once more and walked over to the injured mech. He tilted his helm as he looked over the larger mech amazed at how less intimidating he appeared. Granted any creature being squashed by a rock had a degree of vulnerability attached to him.  ** _Well, maybe not Megatron, he always seems his miserable arrogant self._**

Knockout shivered as he imagined Megatron being in a similar situation. He could hear his leader’s hateful comments already. _“What are you looking at parasite!? Get me out of here now or I will permanently rearrange your faceplates into a bloody wreck of mesh!”_

The red medic huffed, **_I would just leave him there. Can’t hurt me if you can’t catch me fragger!_**

Knockout suddenly realized the Prime had been watching him the whole time, and he blushed slightly. “Sorry… Uhhh, have you tried moving it?” Once more he wanted to smack himself for sounding so stupid, but Optimus merely nodded.

“I h..have, yet it seems to be q..quite heavy.” He grunted out, a flash of pain flickering through his optics just for a second until he returned back to his normal stoic visage.

Knockout nodded, his optics scanning over the rock. It was huge, and he wasn’t sure if he could roll it off the Prime, or if he could, would that make his leg so much worse. “Ummm, let me see if I can saw through it?”

Optimus nodded as well, his optics shuttering as he tried to focus on venting.

Knockout brought out his saw, and pressed it against the rock. He covered his faceplates with his other arm as he began to saw through. After about five kliks, he turned his saw off and checked his progress. It appeared to be working, but it would be slow going.

“Ok, buckle up Prime, this may take a while.” Knockout said as he continued to saw away at the boulder.

Optimus nodded wearily, and covered his faceplates with his own arms to keep the dust and splinters of stone away.

Breems seemed to pass as Knockout worked, and soon his arms and frame were burning with exhaustion. He noticed how none of his teammates had answered his distress call, and he stubbornly refused to send another. **_Frag them all, I will get out of here on my own!_**

His anger helped push him on, but soon enough his energy was waning and his saw was cycling slower and slower.

“Knockout, please rest.” Optimus’s voice broke through his haze of exhaustion and bitter thoughts and Knockout pulled his saw away.

“Ya know what big guy, I agree.” The medic vented out, immediately slumping to the ground.

The two mechs stayed silent for a bit, both venting in exhaustion and pain. Soon enough the sky above them began to turn to a brilliant orange color of sunset, and Knockout found himself awed by the sight. The one good thing he could say about Earth was the sky. Whether it be the brilliant blue during the day, or the striking fiery colors at dawn and sunset, it was always a sight to behold.

“Beautiful, is..isn’t it?” The prime said brokenly.

Knockout looked down at the other mech, his spark feeling for the Prime as he clearly saw pain in his blue optics now. He also noticed how the larger mech’s frame was shivering slightly and he leaned over placing a hesitant servo against the other’s helm.

Optimus let him touch him without so much as a flinch, and Knockout wasn’t sure if he should feel insulted by the lack of fear, or appreciative of it. “You have a fever.” Knockout said simply, yet he felt his spark clench in worry. He tried to convince himself it was only because if the larger mech died here he would be stuck forever, but somewhere deep within the echoes of the _good_ mech he used to be, he felt bad.

Optimus nodded his venting slow and pain ridden, “Knockout, you do not need to remain here. You may be able to find another exit el..elsewhere.”

Knockout huffed, pulling his servo from the other mech, “My systems did seem to work at the top of that boulder. I sent a distress signal but as you can see, no one is answering.” He curled his arms around his legs and laid his helm across them. “I am in no rush to go running back into Megatron’s shitty little club anyways.”

Optimus looked over at him, his dim optics holding a sorrow Knockout hadn’t expected, “I am sorry.”

The medic shrugged his helm rising towards the now darkening sky, he could spy the first few glitters of stars that began to peek out. “Ahhh, I don’t care. It is prettier here anyways,” He smirked, lowering his helm to peer at the Prime, his optics shinning playfully, “In more than one way.”

Who said a Prime was always the image of perfection because as Optimus’s faceplates began to burn a bright blue, all Knockout could do was burst out laughing in surprise.

Optimus’s blush didn’t ease, but he did chuckle softly for a klik, and for some reason the sound of it warmed Knockout’s spark. The two mechs fell silent once again, but it was a far more comfortable silence than before.

The sky above them continued its path to darkness, and soon the crescent moon hung high above them.

Knockout must has fallen into recharge at some point because when Optimus gasped painfully, he was startled into reboot. He rubbed his tired optics and looked over at the larger mech, frowning as he saw how grey Optimus appeared. “Hey, hey big guy, you doing alright? You want me to start sawing again?”

Optimus looked at him, his optics soft yet pain filled, “Are you certain you..” The Prime had to stop talking as he began to cough weakly, causing Knockout’s worry to double. When the attack ceased Optimus was venting raggedly, and his frame shook more.

“Hey Prime, open that stupid mask so you can vent easier.” The medic pleaded with him, wondering if the larger mech would _expose_ himself like that in front of his enemy. Knockout wasn’t even sure if he had ever seen the Prime without the mask. **_Maybe he has terribly ruined faceplates? Or, or is horrendously ugly, or has some… FACE EATING DISEASE OF…_**

When the soft _sheeek_ sounded and the mask finally fell away Knockout found himself gaping at what was underneath. Optimus always held a noble kind of look, though he didn’t take care of his plating _nearly_ as much as he should have in Knockout’s opinion, his faceplates didn’t seem to fit such a large warrior. They were soft looking, smooth edges and a kind smile. That coupled with his sad blue optics, the Prime no longer looked, Primely, but lost, and innocent. **_He looks so much younger now._**

Suddenly Knockout realized he was staring, and not in a good way, and Optimus was merely staring back at him. Both bots blushed but it was Knockout that turned away first. “Well, you aren’t as ugly as Megatron says.” He said it jokingly, trying to cover his own embarrassment, but as Optimus turned away, his optics dimming further the red mech instantly felt terrible.

**_Arrrrgh you idiot! They used to be a THING, and I am sure it doesn’t feel to great to have to battle your… well whatever he was to the Prime._**

Knockout groaned, deciding to fix his mistake by rambling like an idiot.“Ummm, I am sorry, it was a joke. He doesn’t even talk about your face, unless it is about bashing it in. You know how he is, all iron and attitude. I think they are very nice actually, I don’t even know why you hide them. I mean, I guess I understand but still I…”

Optimus turned back to him, a small smile forming as he watched the smaller mech trip over himself, “Knockout, it is alright my friend. I did not mean to give you reason to feel embarrassed.”

The red mech stopped speaking, blinking at the Prime for a klik before rubbing the back of his helm sheepishly, “Yeah, well my humor has been a bit lack luster recently, Breakdown used to inspire far more of a…” His optics bulged as he realized what he had just said, and he curled into himself tighter, shutting his traitorous intake firmly.

Optimus vented weakly, and raised his servo, laying it on Knockout’s pede, “I am sorry for his loss.” The Prime said gently.

Knockout shrugged once more, but didn’t pull away from Optimus’s servo. “We are at war, it is expected.” He mumbled darkly.

The larger mech frowned, “Would you mind if I a…asked if you were bonded?”

Knockout flinched at that but shook his helm, “No, we weren’t. He wanted to wait till the end of the war just in case one of us, if we…” He felt coolant begin to fill his optics, and covered his helm with his arms.

Silence filled the rubble filled chamber once again, Knockout lost to his dark thoughts until Optimus spoke again. “Why, why do you stay, with the Decepticons?”

Knockout sighed, wiping his faceplates before facing Optimus once again. “Where else am I gonna go? With you guys?” He laughed bitterly, shaking his helm as he did so. “I wouldn’t fit in with all that fluff. No offense.”

Optimus groaned, his back shifting slightly yet he couldn’t relieve the agony that was trailing up his struts from his leg. “Is it t..truly better to be with them, Knockout?”

The medic watched him with concern in his optics. “I don’t know.” He said honestly. “It is just what I know, and it is all I have left.”

The larger mech turned to him, his optics suddenly appearing brighter, “That is not the way it has to be Knockout, you could come home, with me.”

Knockout froze as he stared at the larger mech, his spark hammering in his chassis. Something about how that sentence sounded made him ache to _belong_ , ache to have a home, to have _hope_ once again. After Breakdown everything was just a blur of pain and survival, his _life_ seemed to have died with his love. Now, now he just existed, and for what? To be berated, insulted, cast away, and forgotten?

He felt coolant fill his optics again but this time he let it fall. He was too tired, too broken to care if the Prime judged him and honestly, he could never cry around the Decepticons, not even after…

A sob escaped his dermas, and he covered his faceplates with his servos.

“I, I am sorry Knockout, I did not mean to…” Optimus started, his optical ridge drawing low as he watched the medic begin to crumble before him. He reached over to the smaller mech and gently rubbed his leg. Apparently that was exactly what the smaller mech needed and he immediately scrambled over to Optimus’s frame, falling over his chassis as he cried, his servos holding onto to the larger mech as if his life depended on it.

Optimus blinked in surprise but slowly smiled, rubbing the sobbing mech’s back. “I am sorry for all the pain you have had to go through Knockout. It is alright, you are not alone, at least for now. Take this moment. I believe we all need moments of weakness now and then.” He said gently, his servos rubbing small circles along the medic’s plating.

“He left me. He left me to a n..n..nightmare!” Knockout cried, his entire frame jerking with each sob. “I followed his stupid aft EVERYWHERE, and, and HE LEFT ME!”

Optimus ignored the agony that tore through his frame as he wrapped his long arms around the smaller mech and held him close. He let the medic cry, holding him tight as he did so. Though his frame was burning with fever and pain, he knew he could at least give the broken mech this.

Knockout eventually fell into recharge, his frame softly venting against the Prime’s, and the larger mech smiled weakly as he too shuttered his optics. He was grateful for Knockout’s warmth, as he was so very cold. He knew he had lost quite a bit of energon by now, and truly hoped to be discovered by his team sooner than later. **_And who knows, perhaps it will be with a new teammate?_**

Optimus smiled as he held the smaller mech tightly, his frame easing as he fell to recharge, and in his last moments of consciousness he found himself truly hoping the little lost medic would accept his offer.

**_This world isn’t only filled with pain Knockout, and if you give me a chance... Perhaps I could show you my side of it all?_ **

…………………………

Knockout first became aware of a distinctly annoying chirping. He tried to return to recharge, curling up against Breakdown’s large frame as he covered his audials. **_What the frag? I am going to strangle that bird! Maybe get Breakdown to… Wait he is too warm, what is…_**

His medic programming immediately came online, and his optics flew open just to find himself, in a pit? He groaned as he rubbed his optics, not sure if what he was seeing was real or not when he felt the frame next to him shudder.

He looked down, his hazy optics growing wide as he realized it wasn’t his dead lover beneath him, but the _fragging PRIME_!?

He squeaked out in surprise, scrambling back as terror filled him only to freeze a klik later as he remembered just what had happened the night before. **_Holy frag! I lost it last night, and fell asleep ON THE FRAGGIN PRIME!?_**

He rubbed at his helm, trying to calm his whirling spark when he realized how ragged the Prime’s venting sounded. He frowned before crawling back towards the larger mech and placing his servo on the other bot gently. **_Slag it! His fever is sooo much worse, what am I gonna… I need to get him out from under this thing!_**

Knockout stood, transforming his servo in to his saw just as he heard an all too familiar engine sound overhead. **_Oh no…_**

He backed away from the Prime, his optics bulging as he watched his one and only _glorious_ leader drop from the sky and _slam_ into the sands besides the unconscious Prime.

“Well, well, and here Starscream was telling me I was wasting my time with answering your pathetic distress call.” Megatron smiled, actually smiled at him, and Knockout couldn’t help but only feel fear grip his spark.

He watched the hulking mech crouch down next to Optimus’s frame, his optics scanning over the smaller mech greedily. “Well done medic, well done indeed.”

Knockout felt sick, and terrified but he merely nodded weakly, “Th..thank you, my Lord.” How many times had he wished Megatron would congratulate him for fraggin _anything_ , and now it had to happen because of _this_!?

Optimus groaned, his fevered systems rebooting far slower than usual, and Knockout prayed the mech would remain in recharge. **_Ohhh big guy, come on, stay asleep, you don’t wanna know what just…_**

When his optics creaked open their blue light dimly scanning over the medic’s frozen frame, the Prime smiled, and Knockout wanted to purge out of fear and guilt. Apparently his horror filled optics were enough to concern the half conscious Prime, and he slowly turned his helm to whatever the red mech was staring at.

He moaned from the effort of moving, yet he wanted to know why the poor red mech was so frightened. As he lifted his bleary optics, Optimus invented as he found Megatron’s huge frame crouching next to him, a wicked smile on his faceplates. “Hello Prime, sleep well?”


	2. Debts to Pay...

**Notes for the Chapter:**

> Hello, hope everyone enjoyed the holidays, and have a wonderful New Year! I know I am looking forward to it. So... I changed some of the tags for this chapter as it gets kind of... well let's just say Megatron is an asshole with many issues, and he has Optimus in his servos soooo... yeah. Anywho, hope you enjoy... oh and sorry for any errors.

Optimus vented brokenly as he stared up at the larger mech, both seemingly frozen for just a klik, until his processor scrambled to catch up with his optics and his servos transformed to his rifles.

Megatron laughed as he grabbed the Prime’s shaking wrists and pointed his weapons off to another direction as they fired. “Now Prime, that is rather rude isn’t it?” Megatron laughed as he fisted his servo before smashing down onto the fevered mech’s helm.

“Uuugh,” Optimus moaned out as he tried to pull his wrists from the other mech’s grasp.

Knockout stood there, foolishly staring as the two larger mechs struggled. He grimaced as Megatron’s fist _slammed_ into the Prime’s helm, and the red and blue mech went limp for a moment. **_Oh big guy, damn it all. I didn’t mean for this fragger to find you…_**

He didn’t know why he felt so guilty for Optimus’s predicament, all he had done was send out a distress signal _before_ he even knew the Prime was down here! It wasn’t his fault, yet as he watched Megatron lift his servo again, and heard that awful crunch of metal on metal over, and over, and over… He found himself hating that he was even associated to a leader that would so easily beat a defenseless mech further into submission.

Soon Optimus’s helm was riddled with dents, his dermas bleeding from numerous splits, and a long gash fell across his right optic. The Prime was still conscious _somehow_ , and groaned painfully as the barrage of hits eased.

“Transform back to servos Prime, or I won’t stop.” Megatron said darkly, his optics flickering with promise. Optimus spit at the larger mech, in a very un-Primely sort of way Knockout observed, and fought harder to bring his rifles down just to have Megatron slam his fist into the top of his trapped leg, and the Prime howled in agony.

“TRANSFROM THEM!” Megatron screamed as he lifted his fist once more, but the warlord had evidently found the _sweet spot_ for torturing the Prime, and Optimus finally submitted and transformed back to just servos.

Knockout shrunk into himself as he heard his leader’s engine roar with sick approval, “Well done Prime. Knockout, I want you to disengage Optimus’s weapons systems.”

Knockout groaned but did as he was told. He moved towards the Prime, ignoring the pained and somehow _forgiving_ gaze the larger mech gave him as he disengaged Optimus’s weapon systems and stood back afterwards.

“Well done, Knockout.” Megatron purred out as his servo rubbed Optimus’s helm gently. “Ohhh, Prime, what a magnificent surprise this is and so soon after the last time I had you in my servos.” The warlord smiled, his servo moving down the Prime’s battered helm to his long chassis. “I know you don’t remember the last time you enjoyed my hospitality, but I assure you, you won’t have the luxury of ignorance this time.”

Optimus shivered with the promise, fear eating at his spark as he thought of the last time he had been aboard the Nemesis. It was after he had lost the power of the Matrix and reverted back to Orion Pax. It was true he did not remember any of that time but he did not come back completely unscathed. If the paint scratches and ache between his thighs were an awful example of what had occurred during that period, then the Prime was even more fearful of what might occur this time around, when he wasn’t Orion, or _willing_.

Megatron smiled wickedly down at him almost as if he could read Optimus’s thoughts, his burning red optics sliding across his frame lustfully. “I think I know this frame better than even you now, Prime. All of the little secrets, all of its trigger points. I had an extensive number of times to explore the wonders hidden without and within.” As if to prove his point the silver mech slid one of his claws along the smaller mech’s audial finial. The pointed digit pressed just hard enough to send a current of energy down the beaten mech’s frame all the way down to his interface panels.

Optimus growled as he tried to pull away, but fire slid up from his leg once more, and he gasped at the duality of the two sensations.

Megatron chuckled finally standing. He looked at the boulder, his optics calculating until he looked back down at the Prime. “Cover your optics.” The silver mech said as he leveled his cannon at the boulder.

Knockout’s optics bulged as the huge weapon whirled to life just a klik before it fired. “Ahhhhh!” The medic screamed as he jumped, not away from the exploding boulder as would have been sane, but over Optimus’s pinned form .  He held tight to the larger mech as shards of rock and earth rained down upon them, many of the larger pieces crashing against the medic’s frame painfully leaving even more dents and scratches.

Finally the torrent of stone eased and Knockout opened his optics warily just to find Optimus’s surprised optics staring up at him. The medic peered sadly down at the larger mech, hoping his optics held the guilt and sorrow he felt for this whole situation when Optimus suddenly cried out raggedly.

Knockout looked behind him to find Megatron pushing the remaining stone off of Optimus’s leg. The blast had taken care of most of the boulder but there was still a decent chunk of it left. With each inch that was revealed of the Prime’s leg, Knockout found his tanks rolling more and more. **_Arrrgh, it is so mangled! How he hasn’t been screaming like a mad mech this entire time is incredible._**

Knockout looked back down to Optimus’s faceplates to find the larger mech’s optics shuttered, his venting forced and color terribly pale. **_Oh big guy, I do not envy your situation right now._**

“Come Knockout. Let’s bring the Prime to his new home.” Megatron laughed out as he helped the medic up, almost kindly.

Once again Knockout nodded numbly, watching as his leader picked up the Prime’s weak frame and threw him over his shoulder roughly.

A ground bridge suddenly appeared before the trio, Knockout wondering how the signal could reach so far down, before shaking his helm and following the two mechs through it. He looked up at Optimus just before he entered and felt his spark clench at the look of utter despair he saw flicker in the larger mech’s optics right before he disappeared. **_Optimus… Frag it all,  I am sorry mech..._**

**_……………._ **

Knockout had hoped Megatron would immediately bring the Prime to the med bay once they arrived on the ship, but found his optics growing wide as he watched his Lord carry the injured mech off to the command deck. **_What, what the frag does he think he is doing? Optimus needs to been seen now!_**

The medic followed after the two of them, the fear in his spark growing with each step. Megatron seemed to ignore his presence as he opened the large door that led to the vast chamber, the silver mech walking to the center of the room proudly with his prize before unceremoniously dumping the red and blue mech onto the floor before him.

“Ugh…” Optimus grunted out as he landed hard. His leg was on fire, and his battered helm made it hard to think. He opened his optics, confusion fleeting through them as he realized where he was. **_The command deck? Why would he bring me…_**

“WHAT THE FRAG!? Prime!?” Starscream’s screeching voice called out from the somewhere behind the Prime, but Megatron just laughed.

“Seems it was not a waste of energy after all, Starscream.” The warlord said mockingly, his optics blazing with triumph.

The sleek seeker gaped down at Optimus’s ruined frame, his optics going from the Prime, to Megatron, to Knockout in disbelief.

Had Knockout not been so concerned about the red and blue mech he would have had about twenty snarky comments to make about the stupid look on the other mech’s faceplates as it was though, he found himself unable to peel his optics from the injured Prime.

Optimus’s optics blazed defiantly, but it was hard for any mech to look imposing as they laid before the pedes of Megatron and their energon was leaking all over the place. The medic frowned wondering how much energon Optimus must have lost already, and how his leader didn’t seem to care at all.

**_I need to say something. Optimus may just offline if he continues to lose so much energon yet, maybe that would be better than whatever Megatron has planned for him?_ **

He vented deeply before nervously walking up to the silver mech. “Ahhh, my Lord. It would probably be prudent to tend to the Prime’s injuries. He could very well bleed out at this point and…”

Megatron turned his great helm, his glowing optics shinning down at Knockout dangerously. “Your concern is noted, but first there is a lesson that needs to be learned.”

Knockout fought to keep his faceplates neutral and uninterested as he watched Megatron walk up to the fallen Prime. **_What the frag is he going to do?_**

Optimus growled at the larger mech, his denta gritting as he tried to pull himself away. His attempts were futile of course, but it gave him something focus on besides the agony that ripped through his frame, and the terror that was growing in his spark.

Megatron chuckled at his efforts, “Oh Prime… It has been far too long since I have seen that glimmer of fear in your optics. It is beautiful to behold, truly.”

“Megatron, what do you want with me?” Optimus asked weakly, his voice sounded gruff and low and the warlord moaned at the sound of it.

The silver mech smiled wickedly as he crouched down next to the Prime. He allowed his optics another slow scan of the other mech’s frame, his glossa licking at his lips as he did. “Ohhh Prime…” Megatron started, his smile growing, “I want everything.”

Optimus’s vents almost ceased at the heated admission, and he forced himself to remain glaring defiantly up at the hulking mech. “I am not your Orion, Megatron. I am not yours to have.” He had meant to say it stronger, with more confidence yet even to his audials it sounded weak, and fearful.

Megatron snarled slightly, his optics flashing, “No, no you are not… but he is in there somewhere, and last time he was here… he let me know exactly how much he missed me… Over, and over, and over again.” The warlord appreciated the look of shame that filled the Prime’s optics even if it was only for a second.

He chuckled darkly as his digits slid up Optimus’s good leg, the smaller mech pulling it back as far as he could. “How long did it take for you to scrub off of the paint, Optimus? How long did it take for your valve to stop aching from having my spike inside you?”

The Prime growled now, his denta clenched tightly as his battlemask flew over his faceplates. “You took advantage of me and him, Megatron. If he knew what you really were, what you have become, he would be just as disgusted as…” Optimus never got to finish as Megatron _slammed_ his fist against his mangled leg with a sickening wet crunch.

“AHHHHHHH!” Optimus screamed out, his tanks rolling as white hot fire took over his frame.

“Watch your intake, Prime! This can either be exceptionally pleasant for you, or a nightmare.” Megatron roared out as he slammed his fist down once more.

Optimus almost purged as the flames of agony ripped up his frame once more. His optics filling with static as he felt himself being moved; strong arms lifted him from under his arms until he was on his knees. He moaned as his weight was placed upon his injured leg’s knee, and could hardly keep himself up. If it weren’t for Megatron’s long arm sliding across his chest he would have slumped right back down to the floor.

“Knockout, go grab a pain capsule for the Prime.” Megatron grunted out as he held the smaller mech.

The red medic stood there frozen for a klik, his wide optics mirroring the horror he felt in his spark as he stared down at Optimus.

“KNOCKOUT!” Megatron called out once again, and he yelped as he went to go grab what his Lord wanted.

Megatron scoffed at the medic’s hesitancy, but quickly turned his attention to the fading Prime. “Oh no, you will remain conscious for this Prime!” He lowered his helm so it was right next to Optimus’s audial. “I am going to show you _everything_ I learned about this delicious frame of yours. Let you experience everything Orion did, and have you screaming out my designation as you overload over, and over again.”

Optimus tried to snarl back at him, but the agony coming from his leg made it hard to focus on any action. He was duly aware of the numerous pairs of optics that were staring at him hungrily, their laughter and taunts echoing around the vast chamber as they watched their leader rub his free servo across the Prime’s chassis possessively.

“Do you even interface, Prime? When I had Orion, he was so wonderfully tight. Do you let your pathetic team please you? Let them touch you?” Megatron asked huskily, his servo sliding down between Optimus’s thighs for just a moment before sliding back up. As Optimus flinched at the sensation, and his vents came more rapid Megatron tilted his helm curiously. “Could it be that the great and mighty Prime… is a virgin?” He asked quietly, something akin to shock in his voice.

Optimus found the strength to growl back at the larger mech, but didn’t answer. He was a virgin of sorts. Yes, Orion had been with Megatronus once upon a time, and of course when he last appeared… but he _personally_ had never experienced the touch of another mech, not intimately at least.

Megatron smiled broadly, his optics flaring as Knockout finally returned. The red medic looked oddly lost as he made his way back to the two mechs.

 Optimus felt Megatron lift his helm, his digits grasping at his battlemask roughly. “Open this Prime, or I will.” Laughter erupted from the bots that watched them, and encouraging jeers.

The Prime groaned as he watched Knockout walk towards him, the red mech’s optics glowing dimly and Optimus felt himself feeling sorrow for the smaller bot. **_Knockout, this is not your fault, I understand that. None of this is your…_**

“ARRRRGH!” Optimus screamed as Megatron dug his claws in deep, their pointed tips pushing under his mask before _ripping_ the metal cover from him roughly.

Megatron laughed as he crumpled the piece of metal in his servo dropping the offending ball with an air of disgust, “I warned you Prime. You will learn to listen, one way or the other.”

Knockout’s spark was thundering in his chassis as he stared at Optimus’s bleeding faceplates. **_Optimus…_** He felt horribly guilty and honestly, didn’t know why. This was the Prime, his enemy for eons now, why should he care what his leader does to him? Frag, with Optimus’s capture maybe it would mean the end of this wretched war! This was a good thing, a _triumph,_  wasn’t it?

He frowned though as he handed Megatron the small capsule, and slowly backed away. The medic scanned the room, peering at how all of the bots around him were watching Megatron’s show of dominance greedily. **_What the frag is wrong with all of them? What kind of sick pleasure do they get out of watching this scrap!?_**

He gritted his denta as Megatron forced the capsule into the dizzy Prime’s intake and ordered him to swallow. Knockout wasn’t sure if Optimus did so out of reflex or desperate need for some of his pain to dissipate, but he did cringe when Megatron huskily murmured his approval.

“Good Prime, see… you listen and you will be rewarded.” Megatron chuckled as he slid his servo down the smaller mech’s chassis once again. “That will help you feel better and allow you to focus on this instead.” The silver mech whispered as he brought his servo back down between Optimus’s thighs and rubbed at his panels, a small whimper escaping the other mech’s intake as he did so.

Optimus could feel the capsule begin to work almost instantly and he vented out as the fire that had consumed his left leg finally began to ease.

He slumped against Megatron’s frame wearily, his fevered frame shivering against the larger mech’s sickly. That was until he felt the other mech’s servo dip back between his legs, and a new and wholly unwelcomed warmth began to build there. **_Oh Primus… Please, please stop this! Stop him…_**

He looked up to see Knockout’s sorrow filled optics blazing down at him, and he wished he could make the medic understand that he didn’t blame him. He also wished the red mech wasn’t there. He didn’t want to be taken in front of Knockout… he didn’t want to be taken at all, but to have Knockout helplessly standing there as it happened. **_Please go my friend. I don’t want you to see this. I don’t want you to see me fall..._** He shuttered his optics shamefully.

Knockout grit his denta as Optimus turned away from him and closed his optics. He backed up more, his spark aching terribly as he tried to figure out what to do. Should he return to the med bay, ignore everything he knew was going to happen here? **_Remain blissfully ignorant to the evil of this fragging HELL HOLE!? Or should I stay in case he needs emergency care? Will Megatron allow him to live or is he just gonna frag him and be done with the Prime? Frag IT ALL!_**

He vented as he moved back towards the back of the room, hiding behind the gathered vehicons. He would stay, in case he was needed but that didn’t mean he needed to watch what was to become of the Prime. **_Oh Breakdown… Why, why did you ever join these monsters? You were so very different from them, we were! Why, why am I here?_**

Suddenly Optimus’s earlier invitation rang through his processor and the red mech felt his shoulders slump. _“Is it truly better to be with them, Knockout? You could come home, with me.”_

As Knockout curled into himself at the back of the room, and the hoots and hollers sounded around him, he found himself reconsidering that proposal. ** _I should have never stopped sawing. I shouldn’t have been so fragging stupid and now look at where we are…_**

He sighed as he tried to ignore the sounds around him, that familiar ache of failure and loss filling his spark.  ** _Frag it all. Frag all of this..._**

**_………………….._ **

Megatron moaned into Optimus’s audial just before licking along one of his finials and Optimus’s optics blazed open at the soft sensation.  “Ahhhhh…” He whimpered out, terribly embarrassed by his reaction but Megatron just laughed.

“I told you Prime, I know this frame better than you do.” He licked it again, only this time gently nipping at its tip at the end and the Prime had to bite his glossa to keep from crying out once more.

  ** _Arrrgh… Why… ahhh that feels like… How can I keep from falling to this? I don’t even know what to expect from all of this!? What is going to happen? Does it hurt? Will he make it hurt or…_**

“Uhhhhh!” Optimus moaned as Megatron’s servo slid down, his digits working between the transformation seams along his hip joints.

“Orion used to love when I touched him here. It would always make his valve quiver, especially when I used my glossa. Do you like it, Prime? Do you like when I touch you there?” Megatron asked lustfully, his digits scraping at the hidden cables with just enough pressure to make it intensely pleasurable, but not painful.

Optimus growled and struggled against Megatron’s arms weakly. He hated how his frame continued to betray him and the heat continued to grow. Megatron was right, evidently he did know this frame better than even Optimus.

The Prime remembered washing off all of the scratches, and pulling out all of the dents once he had come back from becoming Orion. He had assumed Megatron was a hard lover given his damage, and that pain he could deal with but this… This soft gentle pace, the warm wet licks… His frame shivered once more, the warmth in his lower chassis growing to an almost painful level.

Megatron leaned his helm down, licking along the side of Optimus’s helm until he finally got to his neck and he paused for a moment. Gentle vents brushed against the sensitive cabling there as the warlord smiled deviously. “This, Prime... This was his favorite spot. Right here along the back of his neck.” Megatron lowered his voice, his servo falling back the Prime’s now heated panels. “He loved it when I licked him here, let’s see if it holds the same power over you?”

Optimus vented raggedly, his frame twitching as he listened to the larger mech. He felt strange, a way he never had before, hot and needing. What was happening to him? Was this what was supposed to happen? **_But I do not wish for this!? Is there something wrong with me? Shouldn’t this feel awful? Shouldn’t it be wretched? Why does this all feel so go…_**

“UUUUUUUNNNN!” Optimus moaned loudly as Megatron’s glossa roughly licked at his neck cables, his hips suddenly arching into the servo that rubbed between them.

“Ohhh yes, Prime. Moooore, give me more of those wonderful sounds.” Megatron chuckled as he continued to lick and rub at the Prime, his spark glowing as he watched the smaller mech begin to melt under his servos.

Optimus gasped, his optics shuttering as Megatron continued to assault him, his frame shivering with each lick, or rub. **_Arrrgh Primus… Primus forgive me, it just feels so good. I have never felt like this. I have never felt this incred…. No. NO! This is Megatron! STOP THIS! This isn’t right! I am not his! I AM NOT ORION!_**

His optics blazed open and he roared angrily. “STOP THIS, MEGATRON! GET OFF OF ME! I am NOT ORION! I AM NOT YOURS!” He gathered what strength he could and gripped onto Megatron’s wrists. He growled as he clenched his fists painfully around them and tried to peel the servos away from him.

Megatron snarled, leaning his helm down once more and bit into Optimus’s neck deep enough to draw energon.

“Ahhhhhhh!” Optimus cried out as he felt more energon begin to flow from his throat down the front of his chassis.

Megatron pulled his helm away with a growl, “I TOLD YOU! This could either be pleasant or a nightmare PRIME. YOU CHOSE WRONG!” He threw the smaller mech forwards, Optimus’s leg screaming in pain despite the capsule’s effects, and he landed so he was on his servos and knees.

Megatron’s digits tore into the seams of the Prime’s valve cover, their sharp claws tucking in deep and with a deep bellow he ripped it aside.

“ARRRRGH! Stop this Megatron!” Optimus cried out his spark hammering frantically as he tried to pull himself away from the larger mech.

Megatron’s own panel slid aside, his huge girth falling out, heavy and leaking. “This is your fault, Prime.” The warlord said darkly as he leveled himself up with the smaller mech’s dry port venting just a moment before slamming himself in to the hilt.

“ARRRRRRGHHHHHH!” Optimus screamed, his sight going white for a moment as that white hot agony overtook him once again. The calipers in his valve snapped and stretched over the invading spike and he could feel the delicate protoform within him sear as it tore in multiple places. He shook violently his weak frame threatening to collapse before Megatron wrapped his arm around his chassis and pulled him back up to his knees.

“I wanted it to be pleasant, I wanted to hear you submit to me with moans of pleasure, not _pain!_ ” Megatron roared out before pulling himself out to his tip and smashing back in. “I was going to give you everything Orion would have wanted, and you spit on my generosity! You ungrateful FUCK!”

Optimus felt coolant fill his optics as he was slammed into, his tanks rolling with each savage thrust. No longer was this pleasant, not even in the slightest. Everything burned now _, everything_ , and he felt he would be consumed by the fire.

“Uhhh, uhhh… Megatron… Stop…” He begged weakly. He could feel liquid begin to drip from his valve, and as he was certain that he was not excited in the least, whatever was lubricating his valve was from energon.

The larger mech grunted and groan as he pounded into the Prime, his spike searing through the tight tunnel. It ached slightly to be fucking such a dry valve but soon enough there was enough energon to ease the burn. **_Fragger deserves this! This is all his fault! He will learn! HE WILL!_**

Megatron held to Optimus’s frame tightly, rutting into him wildly until he suddenly heard what he was waiting for. “Please… please…. Stop being so rough, ahhhhh, please, I am sorry…” The Prime whimpered out, his frame shaking from pain and fever.

Megatron’s action eased immediately, and he smiled. “Was that so hard, Prime?”

Optimus vented raggedly as he tried to ease the pain that filled his valve, and especially his mangled leg. “Please Megatron… My leg… I can’t… It hurts so much.”

Megatron frowned, his optics falling to the ever growing puddle of energon that surrounded them. “Knockout! Bring another capsule!” The warlord called out, not even bothering to check if the medic was still around. He wasn’t terribly concerned about the Prime’s condition, but if he wanted to prove his point, if he wanted Optimus to feel the burn of this lesson, the mech had to remain conscious till the end. “Don’t want you fainting on me Prime, so I will be quick… but gentle, if you behave. Do not fear,” Megatron started huskily, “We will have plenty of time to get to explore the wonders of your frame together.”

Optimus was hardly aware of what the larger mech was saying, the agony that ripped through his frame taking over everything. He raised his heavy helm as a familiar red blur walked towards him. “Kn…Knockout?” He said quietly, his spark growing as he watched the medic stop in front of him.

Knockout lifted his shaking servo planning on giving Megatron the capsule but the silver mech merely grunted as he continued his slow thrusts. “You give it to him, and Knockout, if you want, as a reward, you may take his intake.”

Both Knockout and Optimus started at that, one looking horrified, the turning away other away fearfully. Knockout frowned as he watched Optimus turn away from him. **_Does he really think I would take this fragger up on that!?_** He almost felt insulted by the Prime thinking he would stoop that low, but given his current situation, and the fact that Knockout had mocked the aspect of changing teams, thus throwing his alliance, once again, in with the very monster that was currently using him like a…

Knockout grit his denta and offered the capsule, “Thank you my Lord, but I will respectfully decline taking your prize, Lord Megatron.” He hoped that was a proper enough response to not insult the other mech, and assure the Prime that he wasn’t some sick fragger like the rest of them. He frowned as Optimus still stayed turned from him though, his spark aching at the sight. “Here… Take it, Prime.”  He said quietly his dim optics looking to the floor as he did.

Megatron peered over Optimus’s shoulder, his servos rubbing along his chassis gently. “Take it Ori… Prime. I am not done with you just yet.”

Optimus turned his helm and opened his intake to receive the capsule. He didn’t look at Knockout, but he was fairly certain the medic wasn’t looking at him either. He wasn’t certain if it was because the medic was disgusted with him, or disgusted with the situation, but he wanted to believe it was because of the latter.

As the medicine began to work once more, and the pain eased Optimus shuttered as he noticed how Megatron’s movements began to feel better, almost pleasant. The large spike began sliding easier within him either because of energon or the growing amount of lubricant, Prime wasn’t certain, but he did notice how there were certain spots that would be rubbed and each time that happened a jolt of pleasure ran through him.

“Mmmhhhh,” He moaned out unintentionally, too tired now to truly control his reactions.

Megatron must have noticed the change in him as well because he suddenly chuckled in Optimus’s audial. “Ahhhh, I can feel you clenching me tightly, Prime. See how much better this can be for you? Doesn’t this feel good? There’s more too, so much more... my little virgin Prime.”

Optimus lifted his optics, glad to not see Knockout standing there any longer, but disgusted by all of the leering mechs around him. Each had their spikes out and were happily jerking themselves as they watched Megatron frag him.

“Be good Prime, and I will be good to you. You belong to me now, you are _mine!_ ” He groaned as the Prime’s valve continued to become wetter and wetter. The silver mech’s hips started to move faster as he licked at the bite mark he had created earlier.

Optimus moaned, his helm falling back as he was taken. He had lost so much energon, his leg wasn’t nearly as painful, but it throbbed terribly and his fever raged… it was all he could do at this point, merely be held up as he was fragged in front of all of the Decepticon troops.

**_Primus… Let it end soon. Please…_ **

As Megatron continued to lick him, and each of those spots were hit deep within him Optimus’s frame began to react unwillingly. His cooling fans kicked on, his already fevered frame growing hotter still, and his vents grew more and more ragged.

“Uhhhh, uhhhh, unnnn…” Optimus wasn’t certain what noises were falling from his dermas now, his processor was too muddled by pain, and loss of energon. All he could focus on was those oddly wonderful thrusts, and the unexpectedly gentle glossa. Reality was a wave of sensations now, terrible pain, and magnificent pleasure. He couldn’t hear the jeering army, and couldn’t think of who was doing this to him. All that existed were these overwhelming feelings.

“Yes! Ahhhh my Prime… You are mine now, only mine!” Megatron said as he rutted faster into the smaller mech, his own frame burning as he felt his climax quickly approaching. He lost himself in the wonderful wet squelching sounds that came with every thrust, the little whimpers, and moans the Prime emitted were like music to his audials and yet, they bitterly reminded him of his short time back with Orion. When his long lost love had looked up at him as they made love, his wide blue optics holding nothing but trust, and pure untainted love. That was until, until…

He growled as he slammed upwards harder. He wanted Prime to submit to him, here in front of all. The mighty Prime was his now, and he wanted to make that clear in every way.

**_You took Orion from me, Prime… Now I shall take everything that is YOU and destroy it, destroy it until you beg for MY acceptance, my berth, my love, MY FORGIVENESS! I will become everything to you. You will long for me as I have for him FOR EONS! Frag you, you MONSTER! YOU ARE MINE!_ **

Optimus vented wildly now, his servos weakly holding onto the arm that held him up as he felt something begin to bloom in his lower chassis. He had never felt whatever was growing within him, like all that had occurred thus far, but this… this was something different, something powerful, and something he was afraid of.

**_Is… Does this mean I am going to… Ahhhhh, Primus… What is happening to me? What is this heat? It, it is too much! Gods, ahhhhh…._ **

“Uhhhhh Mega…Megatron! Something, something is… Uhhhh, what… Something is wrong!” The Prime moaned out loudly, all thought, all awareness falling to what was happening between his thighs. He heard Megatron groan next to him, and small chuckle forcing itself out as he continued pounding into his sopping valve.

“Arrrr…. Yes, let it happen Prime. You want that, let it come. Let it happen. Let go, and give in to it. Give in to ME!” Megatron’s thrusts suddenly grew brutal, and Optimus screamed.

Pain and pleasure mixed together as one as his frame jerked each time Megatron’s spike slammed into him. Whatever had started to bloom within him began to consume his entire existence and he moaned raggedly as he felt it over take him. “Uhhhhhh, Unnnn, Unnnn, Megatron! Oooohhh…  Noooo, please, please… Please, please stop! I’m almost… It is…. UNNNNNNNN, PRIMUUUUSSS!”

Optimus’s frame arched, jerking with charge as his first ever overload hit him. It was a chaos of fire and blinding pleasure like he had never known, and he fell before the wave of its power.

Megatron smiled triumphantly as he slammed into the overloading Prime, riding through the smaller mech’s climax until he felt his spike expand, pushing the already overstretched calipers almost to their breaking point.

“ARRRRRRRRGH, ORION!” He screamed, his helm falling back as he thrust in one last time, his huge length erupting thick ropey transfluid deep within the smaller mech’s port as his army cheered around him. **_Mine… All mine…_**

That was, all except Knockout. The medic’s red optics stared at the floor before him, his dermas pulled into a deep frown as the room exploded into a hollering mindless mob. He heard Megatron yell out loudest of all, “So much for the glory of the PRIMES!”

 The entire room erupted into hoots and laughter, each screaming out degrading insults or honoring their leader’s victory.

“Knockout, prepare your med bay. My lesson has ended.” Megatron’s voice called out over the other bots, and the medic sighed. He looked over to where Megatron knelt, his optics scanning over Optimus’s frame as he walked.

The Prime hung from Megatron’s arm weakly. He was still venting raggedly, but given his leg, and fever that wasn’t too much of a surprise yet, it wasn’t that that worried Knockout so terribly, it was the mech’s optics.

 He had seen Optimus many time over this endless war, he had seen him lose fights, and win some. He had seen him victorious and also fail, but the look in the mech’s optics at that very moment was… To say the least, devastating.

He hung there his frame bleeding, and valve leaking... He looked broken.

Knockout vented furiously as he watched Megatron lean forwards and whisper something into the ruined mech’s audial. He seemed to be enjoying whatever he was saying because there was a wretched grin on his faceplates. Optimus didn’t react to whatever was being said, he merely stared at the floor emptily.

Megatron then lifted the Prime off of his spike, lubricant and energon dripping from his valve as the warlord picked him up. The troops cheered once more, remarking on the fall of the Prime as Megatron stood and carried Optimus through the room until he made it to Knockout’s side.

The medic yelped as he realized he hadn’t made it to the med bay yet, and he hurried ahead of his leader, almost running to the clinic.

Once there he quickly cleaned off one of the berths, and started to gather the tools he would need to fix the larger mech as Megatron came in and laid the silent Prime down.

Knockout did his best to ignore the two mechs and stay focused on his chores but he couldn’t help but hear whatever Megatron was saying to the Prime.

“You are mine now, Prime. You are no better than I, and I am going to prove that over and over again. You took Orion from me, and now it is time to pay for what you destroyed, and the price for that crime, is all of you. Do you understand?” Megatron said it all in an oddly kind sounding voice, but both Optimus and Knockout knew better.

Optimus vented brokenly, his frame near stasis lock as he glared at the larger mech. “I am not yours Megatron, I will never be yours. I stand with what I said. If Orion ever saw what you truly are, he would despise _you._ That is why he left in the first place isn’t it Megatron? Because he didn’t believe in the lies you fed him, and it was he that first raised weapons to you that night, not I.”

Knockout froze at Optimus’s words, his processor thinking of the night Orion left the Nemesis and Optimus returned to the Autobots. It had been an awful night for every member of the Decepticons, their leader had been in kind of rage the medic had never seen, and never wanted to see again. **_Easy big guy. No need to poke this beast… He is monstrous enough as it is._**

Megatron hissed at the smaller mech, his optics blazing furiously. “Your tune will change, _Prime_. Tonight, that was a small example of how easily you can fall to me. There will be more.”

Optimus laughed weakly, his tired blue optics blazing with far more life then they had before he left the command deck. “Raping an injured mech holds no merit, Megatron. Find pride in it if you must, but that just proves how _far_ beneath me you truly are.”

Megatron roared as he slammed his fist into Optimus’s already damaged helm. He punched into it over, and over, and…

“STOP, MY LORD! You will KILL HIM!” Knockout screamed as he watched Optimus fall to emergency stasis. There was far too much energon coming from the mech’s intake, and his fans were whirling too fast.

Megatron froze, his blazing optics turning to his medic before some semblance of sanity seemed to come back to him, and he nodded begrudgingly. “Keep him alive, medic. I am not done with him, not by a long shot.”

With that the silver mech peered over the Prime’s frame once more, fury and lust fleeting through his mad optics before he turned and stomped away.

Knockout hadn’t realized how long he had not vented when he suddenly become faint. He inhaled deeply, his frame leaning against one of the berths as he tried to calm his hammering spark. **_Holy frag! HOLY FRAG!  I… What… This is insane! He, he is insane!_**

He raised his shaking servo to his helm, rubbing his faceplates before peering over at the unconscious Prime. He scowled as he noticed how the berth was dripping energon, apparently the Prime was bleeding so much it was overflowing to the floor.

Knockout felt that ache in his spark grow as he made his way over to the larger mech. **_It is going to be a long night for both us big guy._** He looked back over to where Megatron exited, his servos fisting as anger filled him.

It was one thing for Megatron to treat him slag but to do this to his _patient_ … Knockout growled as he began to work on the Prime, his spark and processor reeling. **_Maybe Optimus is right? Maybe it doesn’t have to be this way, and maybe, just maybe I will get to escape this nightmare too?_**

He raised his helm, a plan suddenly formulating in his processor, it was a crazy plan, with no real hope attached, but he was used to working with the bare minimum….

He smiled, a tiny light beginning to glow in his spark as he worked on Optimus and thought about how to possibly free them both from Megatron’s insanity.

**_No mech deserves to be owned by this fragger. Not me, and definitely not you! It is about time I start fighting for something worthwhile, something other than that monster. Maybe the Autobots are a bit… fluffy, but it’s better than being ripped apart here. Besides…_ **

Knockout peered down at the poor mech beneath him, his processor running over how wonderful it had felt when the Pri… when Optimus held him and let him cry. He thought of how he had invited him to come home with him without a hint of hesitation. How they had spoken as equals, how they had watched the sunset, and he smiled once more.

**_Maybe a little fluff isn’t that bad after all?_**

Setting his dermas, a new and brilliant fire burning in his spark, the lonely medic got to work. It would be no easy task to escape Megatron's madness,  but was doing nothing any better?

Now Knockout had something to protect, and why that filled him with longing, he wasn't sure why but he did know one thing... If he had a chance at keeping that monster from destroying the one decent mech in the entire fraggin universe,  he was gonna fucking try.


	3. Clinical Haven

**Notes for the Chapter:**

> Helllloooo! So, huge kudos to Lady Frost on business to come here... She has been a magnificent muse, also First Dragon for reiterating interest, and lastly Anon Con... Anon Con you forced me to truly look into what more Starscream could become in my stories, and I love him now, and Lady Frost, EEEEP, now I will get to explore... other characters.. hehe. Anywho, you guys are awesome, and I always appreciate your input, even if I don't use it all, it is always welcomed! Ummm hopefully awesome things to come... Hope you enjoy, and sorry for errors...

Optimus groaned as his systems began to reboot. He heard the familiar beeps and clicks of medical equipment and he wondered how he had ended up in the med bay. **_Was I injured? I don’t remember…_**

“Ra…Ratchet?” He strangled out as he waited for his optic’s systems to boot.

Knockout gasped as he heard the Prime call for Ratchet, and he stood up from where he had been working on the larger mech’s lateral universal joint. He couldn’t help but roll his optics at Ratchet’s designation. **_Will there ever be a time where that damn mech isn’t the first to be sought after? Then again, the Prime probably thinks he is home…_**

Knockout made his way over to the Prime’s side, a frown on his faceplates as he worried about how the larger mech would take waking in the Nemesis’s med bay.

When the larger mech’s brilliant blue optics finally blazed to life he blinked a bit, a frown forming on his faceplates as he stared up at an unfamiliar ceiling. **_What? Where am I, what happened?_**

“Hey, big guy.” A soft voice called from his side, and Optimus turned his helm to find the scuffed and filthy plates of a familiar red mech standing next to him.

“Kn..Knockout? How did I…” Suddenly his processor finally caught up with how he found himself before the Decepticon medic, the quake, the boulder, being pinned, Knockout finding him and then…

Optimus’s optics dimmed and he turned away from the smaller mech shamefully as he remembered what happened between him and Megatron and how he had…

“Hey, ummm how ya feeling?” Knockout asked pleasantly, trying to ignore the ripple of embarrassment and despair that had flared in the larger mech’s field for just a second before he pulled his field too close to feel.

Optimus nodded, shuttering his optics as he realized how much better his leg felt. He raised his helm to look down and he found his leg had been mostly repaired and his optics widened in surprise. “You, you repaired all of that? In one night?”

Knockout felt his spark soar at the sound of awe and pride in the Prime’s voice. “Well yeah, I am not completely done, your... well _ankle_ joint is still twisted to frag. I am working on that now.”

Optimus looked over at the smaller mech, his EM field flaring out his appreciation as he smiled up at the medic. “Thank you Knockout, you have very skilled servos.”

Knockout almost fell to the floor with the compliment, a blush forming on his faceplates and he laughed stupidly, “Well you should see what else these babies are skilled at haha.” His optics bulged as he realized what he just said and he groaned inwardly. **_OHHH… Nice Knockout, mech has just been raped and you are making interfacing jokes. NIIIICE!_**

The medic rubbed his helm and muttered out a _sorry_ and he moved back over to his desk grumbling quietly to himself the whole way, “Just keep your mouth shut you fragging _idiot_! _But,_ I don’t know how to deal with this slag. Starscream just normally screams and hits me. I don’t know how to talk to any fragger anyways, nevermind when they…. Arrrgh! I need to get out more, stuck in this no good rotten Hell hole every fragging solar-cycle and…”

“It is alright, Knockout. I understand you were not trying to be insensitive.” Optimus’s deep voice called out to him, and Knockout turned to find the red and blue mech looking at him, his optics shinning with patience and understanding.

Knockout smiled sheepishly as he grabbed ahold of the universal joint and sat back down at his desk to continue his repairs. He had no idea what that fragger Megatron was going to expect of Optimus today so he wanted to make sure that the poor mech was at least as repaired as he could be so he could have the strength to deal with it.

Optimus vented slowly as he sat up, his optics scanning over all of the repairs that Knockout had completed on his frame. The numerous scuffs and cracks that had littered his chassis had all been buffed or welded, his left hip had been realigned, and of course his leg looked far better than before. Brand new grey plates now replaced his shattered blue ones, and even his tires had been replaced. They weren’t the same make, but their size was perfect. He reached down to inspect one closer, he felt he had seen tires such as these before, but from where…

“Uhhh, they are Breakdown’s spares.” Knockout said quietly, and the Prime looked up to find the medic peering at him over his work. “Luckily, you two were the same size.”

Optimus nodded silently, noting the flicker of pain in Knockout’s optics as he spoke of the fallen mech. The Prime also noticed, once again, how filthy the medic looked. Not only were his plates a mess of dirt and energon, but none of his injuries had been repaired yet, and there was a distinct darkness under the other mech’s optics. “Knockout, why have you not tended to your own injuries?”

The medic’s optics rose to his before looking down at his own frame. He shrugged as he focused back on his work. “I have been busy.” He said simply, his glossa sneaking between his dermas as he concentrated on a particularly difficult circuit patch.

Optimus looked from his frame to the medic’s, and his spark went out to the smaller mech, “Knockout I… Thank you, truly. I, I don’t deserve such special treatment, but I am exceptionally appreciative.”

The medic paused, his optics growing dim as he stared numbly at the piece in his servos. “Well, technically it is my fault you are here so... I had to make myself feel less guilty… somehow.” He mumbled out darkly, a frown forming on his faceplates.

The Prime blinked at him, his optics growing soft. “Knockout, none of this is your fault. You were not even aware of my presence before you sent out that…”

“I KNOW!” The medic cried out angrily, feeling bad as Optimus flinched slightly as he did. He sighed as he placed the joint back down onto his desk, and he raised his servos to his helm in frustration, rubbing his faceplates roughly before looking back up at the Prime. **_Arrrgh, why does he look so damn… So sorry, sorry for ME!? He is the one that is gonna suffer for this slag! He already has, and I KNOW there will be more to come!_**

“Look, I knooow it technically isn’t my fault but… Arrrgh! I didn’t even think he would show up, I didn’t think you’d be in there, and I NEVER EVEN WANTED TO BE DOWN THERE IN THE FIRST PLACE! NOW, he has _you_ and I am certain that my sole job NOW, will to keep you functioning long enough so that he can rip you apart over and OVER AGAIN!” The medic growled as he slammed his fists down onto his desk. “It is bad enough when I have to repair Starscream from his filthy obsessions, but _you!?”_

Optimus frowned, and his optics narrowed, “He does this… to Starscream?” He asked, his voice holding a darkness that the medic had never heard come from the Prime.

Knockout laughed bitterly, his spark aching with the wretched reality he constantly found himself in, “Ha. You have no idea Prime. No idea…”

The Prime’s growl surprised Knockout and he looked up at the larger mech to find him staring at his servos furiously. “I never knew it was so terrible here.” He said quietly, yet his voice still held that unexpected malice. “Who else does he hurt, like this?” Optimus looked up suddenly, his optics filled with fear and sorrow as they scanned over the medic. “Does, does he do this to you?”

The medic was taken aback by the rage that was building in the other mech’s field, “Uhhh, no. It is just Starscream, _well_ that I know of. I have my suspicions about Soundwave though, but that mech is so secretive I never know. He never comes to me though, so I can’t be certain. As for me, no… never. He is disgusted by _grounders_ , and he makes that clear every chance he gets. That is,” Knockout looked over at the Prime, his optics filled with guilt and pity, “except when it comes to _you,_  obviously or, _Orion_ really, but as you two are one in the same, sorta…”

“I am not Orion.” Optimus said weakly, as if he himself didn’t absolutely believe it. “When Orion _was_ here, did Megatron treat him as he has me?”

Knockout sighed as he dug into one of the drawers of his desk, “No, no Orion was… He was something to see, to say the least. Ahhh, there they are… Ya know for being such a large mech you certainly have a lot of small components, can’t see slag.” He sat up once more, closing the drawer as he did. He unfolded something before placing the object over his optics, said object greatly resembling a pair of human glasses Optimus realized, and he found himself amazed at how well they seemed to suit the medic.

“Anyways,” Knockout continued as he picked up the lateral joint once more, “When Orion was here, sure Megatron was still a fragger, but you… I mean _Orion_ did something to him that I don’t think any of us expected. Yo… arrrgh _Orion,_ he humbled our _glorious_ leader.”

Optimus frowned, his helm falling thoughtfully, “Humbled? What do you mean, if you do not mind me asking?”

Knockout peered over the edge of his glasses at the Prime, “Humbled… Ummm, well let’s just say, whenever Orion was around Lord Megatron became a different mech. He laughed, he spoke politely to us.“ Knockout chuckled slightly as he thought of Orion’s time there. “I remember one time, Megatron was going off on me for one thing or another, and the moment Orion walked around the corner, he walked right up to Megatron and began berating him for treating his crew so poorly. The best thing was, HAHAHA, Megatron looked _mortified_ at disappointing Orion! Oh, that was a sight to see! I will keep that image in my memory banks for vorns to come.”

A small smile came across the Prime’s faceplates as Knockout continued to chuckle lightly, he liked to see the sad red medic find something to laugh about… as there seemed so little to laugh about in this wretched place. **_I never knew how Megatron treated his team, at least, to this extent. Why do they stay with him? Why would any mech suffer through all of this and remain? I suppose I understand Starscream’s state of processor. Poor mech…_**

“You know, big guy,” Knockout started, pulling the Prime from his musings, “You may not _think_ there is any of Orion in ya, but you two certainly have a lot of similarities… You are both all _noble_ and slag, kind, filled with _righteous FURY_! Frag mech, the biggest difference really is how you two affect Mega…” Knockout suddenly flinched at his own words, feeling immensely stupid for bringing the Prime’s recent treatment to light once again.

He looked over at the larger mech, noting how Optimus’s optics had grown dim once more, “Arrgh frag it, I am sorry Pri…”

“Please call me Optimus, Knockout. I much prefer to not just be seen at as a Prime.” Optimus said suddenly, ceasing the medic’s apology, and changing the subject.

He smiled sadly at the smaller mech. In his processor always being held to the level of being the Prime held a weight that demanded perfection. Rarely was he just seen as Optimus, a mech just as confused and lost as the rest and with being here in this world of hostility, he suspected he may forgive himself easier if he saw his failings as those of a regular mech, not a fallen Prime.

Knockout nodded, his faceplates falling, “Yeah, no problem Pr.. I mean Optimus.” He smiled over at the somber mech, his spark filling with that familiar ache. “Ummm, I am almost done here. Do you have anything else you need me to look at?”

Optimus shook his helm, “I am well Knockout, please tend to your own injuries, and perhaps get some rest if you can. You look rather exhausted, my friend.”

“Ahhh… I am always tired these days Pr… Optimus. No matter how much recharge I get. Just can’t seem to ever feel… better.” He said bitterly, focusing on his last weld intently. Since Breakdown’s… Since he… Since he died… Knockout’s berth seemed far too large, and always too cold. Most nights Knockout would just fall asleep in the med bay now, it had become his little haven in a ship of constant chaos, nevermind that it allowed him to always be available for emergencies.

Optimus looked at him sadly, his intake opening to perhaps comfort the smaller mech when both of them heard the boom of heavy pede steps approaching.

Knockout felt his spark fill with terror and fury. **_Slagger is coming for the Pri… for Optimus already!? Frag it ALL! I haven’t finished!_**

He growled as he ripped off his glasses and placed his welder down quickly. He grabbed the unfinished joint before hurrying over to the confused Prime.

“Megatron is coming,  _slag it_! I had hoped he would wait longer than just a night! Optimus, the joint isn’t finished, I am so sorry, but I am going to put it in otherwise your leg will just collapse if any weight is placed upon it!” The medic suddenly realized he hadn’t grabbed his tools, and he snarled as he ran to the other side of the room, desperately digging through his drawers as he searched for them.

He swore as he opened drawer after drawer but couldn’t find what he needed, the pedes steps coming closer with every nano-second. “DAMNIT! Where are they! I knew I needed to organize these fragging drawers, ARRRGH! Everything is a mess and…”

“Knockout, it is alright.” Optimus said softly, his deep voice kind and patient, but it only frustrated the medic further.

“It is _not_ Alright!” He cried as he furiously slammed another useless drawer shut, his fury growing. **_ARRRGH! He needs to be FIXED! He can’t put up a fight with only one leg! LOOK at what happened last NIGHT! Arrrgh, this is all my FAULT, and I can’t even help the frag…_**

“Please, Knockout… Thank you. I know you are trying, but please, calm down. He probably will break it again anyways.” Optimus said sullenly, and the medic’s spark broke at the sorrow that resonated within the other mech’s voice.

Knockout turned, his failure weighing heavily upon his shoulders as he made his way to the larger mech. He brought his burning optics up to Optimus’s, and hated how he saw such warm appreciation there. “I, I am sorry, for everything, Optimus…”

The Prime shook his helm, his blue optics growing softer as he placed his servo over Knockout’s shaking one. “None of this is your fault, Knockout. You have done far more for me than you realize, and your kindness gives me strength, and hope. Thank you, thank you for being so kind even though I am your enemy. You are an honorable, capable, and kind mech locked in a nightmare you yourself do not wish to dwell within. The fact that you took so much time to make this easier for me... I am humbled, and honored by your selflessness.

Knockout vented brokenly, his optics falling to the floor, “You are giving me too much credit, big guy. I am just a weak Decepticon, that’s all, and I only care cause I need to ease my own guilt. I am not so selfless.

Optimus actually chuckled, and Knockout felt his spark grow warm at the rich, comforting sound of it. “You are more than you realize Knockout. I suspect it has been some time since you were reminded of that fact, that is all.”

The red mech looked back up at the Prime, and his vents almost ceased as he found himself overwhelmed by the raw honesty he saw in the other mech’s brilliant optics. “Optimus… I…” Knockout started, his spark fluttering within his chassis as he searched for a response. **_He thinks I am worth something? Him, my enemy?  The great Prime. But, why?_**

Optimus smiled at him, lifting his servo to the smaller mech’s shoulder, and the medic had to stop himself from trembling under the strong, and yet gentle touch. “Our deeds define the mechs we are Knockout, not what others say, or think. You are truly a wonder, never forget that.”

The two mechs stayed like that a moment, one frozen within a storm of self-doubt, and loathing, the other quiet, and seemingly so strong, even as his spark whirled with apprehension.

“I didn’t even know mechs like you existed.” Knockout vented out weakly, his optics never leaving the glorious blue pair that faced him. “How, how are you so…”

“Well, well… Isn’t this a _pretty_ picture?”

Knockout felt his spark collapse into his tanks as he quickly moved away from the Prime, his bulging optics rising to find his Lord’s hulking form standing in the med bay’s doorway. He swallowed nervously as he saw a glint of fury, and perhaps jealousy flickering in his Lord’s optics.

“My, my Lord, I didn’t know you…” He started, but froze his rambling as Megatron strode up to him; the silver mech’s field was crackling with power.

“You aren’t touching my _things_ inappropriately, are you _medic?_ ” Megatron snarled out, his huge frame blocking the overhead lights from Knockout’s vision, and the medic felt like he was being swallowed by the other mech’s shadow.

“He did not touch me Megatron, it was I who laid my servos upon him, and I am not your _thing._ ” Optimus’s deep voice sounded from his berth, the Prime’s anger, and disgust clearly evident.

 Megatron growled at the medic before turning his ire on Optimus, “Ahhh… Always the honest mech, aren’t we Optimus? Have you been enjoying my medic’s attention then?”

Knockout whimpered quietly as he tried to curl into himself.  ** _Ohhh, big guy… Please be careful with what you sa…_**

“He is a very capable medic.” Optimus said and Knockout nearly vented in relief at the wonderfully platonic answer until the ever honest mech continued. “His kindness has been appreciated.”

 ** _Oh slag…_** Knockout started to back away slowly his spark hammering in fear.

“Has it then? I am so pleased he has made such an _impressi_ on on you.” Megatron said slowly, his voice dark and contemplative.

Optimus’s optics narrowed, his spark clenching as he felt the larger mech’s field fill with fury. **_What did I say that infuriated him so terr…_**

The Prime’s optics widened as he heard the silver mech roar, and watched as the warlord spun, his fist rising high before brutally _slamming_ it into Knockout’s faceplates.

“KNOCKOUT!” Optimus screamed throwing himself from the berth to restrain Megatron, but as he tried to place his leg down he forgot he had no strength in the limb, and painfully collapsed to the floor.

The medic cried out as his dermas split open, energon flowing into his gaping intake as he flew across the room until his frame crashed into one of the many berths scattered throughout, and he fell in a broken heap.

“Megatron! Stop this! YOU FRAGGIN MONSTER!” Optimus screamed at him, desperately attempting to pull his frame up as Megatron stomped up to the medic’s moaning form.

He roared again as he pulled his pede back and smashed it into the smaller mech’s chassis, energon gushing from the medic’s intake as he coughed raggedly.

The Prime felt awful, he didn’t understand what had caused such a drastic change in the mech, and he wasn’t strong enough to stop him from beating Knockout into the ground! **_I have to stop him, I have to do SOMETHING! Poor Knockout. I didn’t mean to get him in trouble, I was only…_**

Suddenly Optimus recalled something Knockout had said before, about Orion being the only mech that could humble the raging warlord…

“MEGATRONUS, PLEASE STOP!” Optimus cried out, his vocalizer crackling with the ragged plea, and amazingly enough, the silver mech froze.

The Prime’s relief was short though as a deep and guttural growl rattled through the larger mech’s frame, and he slowly turned towards Optimus’s fallen form.

“ _What_ did you call me, _Prime_?” Megatron strangled out, his frame trembling slightly.

Optimus vented as finally picked his frame off of the floor, he leaned heavily against the berth he had jumped from as he stood only his only working leg. He brought his helm from Knockout’s moaning frame to the warlord’s seething one, his own blue optics blazing in fury. “Do you have any honor left Megatron, or do you simply rule through intimidation, and violence? Is there any of the mech Orion loved left inside of you?”

Megatron’s optics flickered, his denta gritting so tightly together that even Optimus could hear their grinding. “I don’t know Prime, but let us explore that query, shall we?”

Optimus forced himself to not to shudder in terror at the other mech’s suggestion, the servo that wasn’t holding him up becoming a fist at his side. “You are more than this Megatron, you are more than…”

Megatron’s roar echoed through the small med bay like thunder as he threw himself at the shocked Prime, his servos clawing at the other mech’s faceplates. “Does THIS remind you of Megatronus,  _OPTIMUS_!?” He screamed as his claws raked down the sides of Optimus's helm, and the smaller mech cried out as he fell to the floor.

The silver mech followed him down, his fists crunching into the Prime’s frame everywhere. His helm, his chassis, his broken leg, between his legs, soon enough Optimus’s entire frame was a mess of bruised and cracked plating, and the Prime could only think of how all of Knockout’s hard work now meant nothing.

**_I am so sorry Knockout. So very sorry…_ **

The entire time Megatron beat him, the enraged mech kept screaming the same question. “Does this remind you of Megatronus? DOES IT, PRIIIME!?”

Optimus tried to defend himself, but it seemed he was still suffering through the energon loss from before, and his levels were in the red, so each block, or swing seemed pathetically slow comparably to the raging warlord’s vicious strikes.

He growled as was pummeled into the floor, until finally he fell still, and the fists finally stopped.

The Prime’s frame shook as he vented brokenly, his optics shuttered as he tried to control the agony that pulsed through his frame. He was hardly aware as he felt stasis cuffs being locked over his wrists, the chain between them firmly gripped in Megatron’s servo as he began dragging Optimus’s frame across the med bay.

Just before his frame clanked through the doorway, Optimus opened his weary optics to find Knockout pushing his frame up, his optics bleeding coolant as he watched his leader pull Optimus away.

“Forgive m..meee…” Optimus grated out, just before he disappeared through the doorway, leaving the crying medic alone in the silent clinic.

Knockout felt his frame shake around him, and he stared at his servos, his aching processor reeling with everything that had happened. **_I failed… I failed the one mech that sees some worth in me! I, I can’t... I can’t do this… I…_** Suddenly he grit his denta and screamed raggedly as he slammed his fist into the energon covered floor beneath him. “NOOO!”

He raised his helm, his red optics blazing in fury as he stared at the trail of energon left from Optimus’s broken frame. **_Enough is enough... I was a fool to think I would have more time, I need move everything faster and I need help._**

He groaned as he picked up his battered frame, coughing wetly as he stood. He stumbled to one of his cabinets, flinging the cover open before he pulled at a container of pain capsules. His shaking servos failed him and the box fell to the counter below, capsules bouncing everywhere, and he growled at his weakness. **_I need to be stronger! I HAVE TO BE!_**

He vented, calming his wild spark as he grabbed at two of the pills that had thankfully landed on the counter and thrust them into his intake, quickly biting into them before swallowing. He lifted his bleeding helm, shuttering his optics as he waited for the drug to begin its work.

**_I can’t do this alone, but I am not the only mech here that hates that fragger! His madness has grown to an immeasurable height, and his cruelty knows no end. Primus, if you exist, please help me… I, I am NOT an honorable mech, but I can’t stand by as one of the noblest mechs of our kind is torn apart by a mech like Megatron. Please, please help me? Help me be brave. I don’t want to just exist anymore, I want to LIVE!_ **


	4. Painful Ties

**Notes for the Chapter:**

> So this chapter deals with 'some' dark stuff, but next chapter will be heeeeaaaaavyyyyy. SO, for those disinterested in the extreme, I shall try to keep important things out of what occurs afterwards, but... it seems every time I write, ummm, 'explicit stuff' it always holds depth.  
> I seem to be unable to write... intimate things just to be intimate.  
> It always needs a story, feelings, and a story... Trust me, I have tried. -_- Anyways, this story will not always be so dark, much like Descent, for those that have read it. I will be referencing that story a lot in Megatron's fall as... well it fits, for me. So if you are interested in why he is so 'mad'... read Descent. This is the To Begin Once More if Megatron just lost his shit... YAY INSANITY! ok, enjoy, and sorry for errors...

As Optimus was dragged painfully through the hall, he felt his spark fall to his tanks as fear filled him. He had not truly noticed the change in Megatron since his return to the Autobots. Yes, the warlord had fought more fiercely, but the Prime had figured he was just furious his plan hadn’t worked. He had no idea how deeply the mech seemed to fall after he left him, well, Orion left him.

**_He has become unhinged, and now he has me in his servos. What will become of this nightmare? Will I ever escape? I don’t want my team near him, not with him being like this. How, how can I get through to him? CAN I get through to him? His entire crew is suffering for what I did... That I returned. It is my fault they suffer._ **

The Prime heard a little voice within him that told him each mech is responsible for their own downfall, their own choices, but as he poured over what Knockout had told him, he couldn’t help _but_ feel that the blame fell to him.

“Not a moment of rest for your new pet, Lord Megatron?” Starscream’s voice broke through Optimus’s guilt ridden thoughts, and he leaned his helm back to find the seeker looking disgustedly at Megatron as the warlord dragged him through the ship.

Megatron laughed darkly, “Why Starscream? Are you jealous that I have a new obsession?”

The silver seeker scoffed, his optics falling to Optimus’s battered frame for just a moment, and the Prime felt himself confused by the pity he saw flicker through them, before they hardened and rose back to Megatron. “Not at all, my Lord. I was merely remarking upon your insatiable need to ruin every mech you come acr…”

Megatron jumped at the seeker so quickly that Optimus didn’t even realize what had happened until his helm slammed into the floor beneath him as his chain was released, and he heard Starscream scream.

He tried to clear the static from his optics as he tilted his helm further back to find poor Starscream gaging as Megatron held him roughly by his neck, his pedes hanging freely below him.

“Ruin? Dear Starscream, if I wished to ruin you, you would not be standing here speaking so disrespectfully to me.” Megatron hissed out, his servo tightening as the smaller mech gasped, and struggled to free himself.

Optimus growled, his disgust for the larger mech growing with every klik. “MEGATRON!” He cried out furiously as he tried to move himself to his knees. He couldn’t stand on his leg, but he did have strength down to his knee.

The silver mech groaned, slowly turning his helm towards the kneeling Prime before snarling at him. “Do you ever keep your intake shut, Prime?”

Optimus growled back, his optics blazing defiantly at the larger mech. “This is pathetic, and beneath any leader! What has happened to you that you fall so low as to…”

Megatron immediately dropped Starscream’s frame and in three great stomps moved back over to where Optimus was. He leaned down, halting whatever the Prime was about to say, his raging optics mere inches from Optimus’s. “You will learn just how far I have fallen, Prime. I promise you that.” He said darkly, his servo grasping the back of Optimus’s helm tightly. He smiled wickedly, his sharp denta grinding together before leaning his helm back and with a furious roar, whipping it forwards and _smashing_ it into the Prime’s shocked faceplates.

“Uhhhh,” Optimus cried out as his derma’s split, and static filled his optics once more as he fought to stay conscious. Megatron laughed loudly as he leaned back once more, before repeating the attack.

Starscream’s optics widened as he watched the Prime’s faceplates slowly become a tattered mess of broken plates, and energon. **_What the frag is Megatron doing!?_**

The warlord repeated this another few times before Optimus finally went limp, and with a wet groan fell into stasis. Megatron threw the unconscious Prime to the floor, wiping at the energon that had splattered across his helm. He growled darkly as he realized all of his plans for the Prime now would have to wait until the mech regained consciousness. **_Arrrrgh, filthy fragger. Why can he not keep his ‘oh so noble’ intake SHUT!? Look at what he made me do!_**

He turned back to his second in command, pleased as he watched the smaller mech scramble back towards the wall. “Go get Knockout and bring him to my quarters.” He said quickly as he grabbed the chain between Optimus’s wrists, spun the unconscious mech around, and continued his path to his berthroom as if nothing had happened.

Starscream watched his leader go, his servos shaking as he slowly picked himself up from the floor using the wall to support his weak frame. He rubbed at his throat as he turned towards the hall that led to the clinic, and he found himself feeling badly for the Prime.

Yes, he was happy it wasn’t him this time, and as terrible as that thought might sound, it was the truth, but, he feared for the level of cruelty his Lord would inflict on the Autobot.

Out of any mech in this entire wretched universe, the Prime was the one his leader hated the most, and also, _loved_ the most. That was a terribly dark, and twisted combination, especially with a mech so far gone as Megatron.

 Starscream shook his helm, trying to ease the guilt he felt for just watching his master drag the Prime away. Optimus had clearly saved his aft after calling Megatron out, but  _he_  hadn’t _asked_ the other mech to get involved. **_I can handle Megatron’s madness perfectly fine! I don’t need any pathetic Autobot to stand up for me!_**

He growled as he walked, his servos fisting at his sides. Ever since Orion left, his ever furious leader had hit a new level of rage, and insanity. Megatron had never been a leader that was all there, but it had always just been in small doses and now, his madness was all that was left, it seemed. Yes, he was still as cunning as ever, and fought like a demon, but his cruelty knew no bounds, and any that he set his optics on to curb his obsessive loss of Orion…

Starscream vented heavily as he thought of the Prime. **_He won’t kill him, but he will do everything in his power to break the mech._** For some reason that thought terrified the seeker, and the more he thought of the Prime breaking, the more terror bloomed in his spark. **_If the Prime breaks, who will be left to stand up against this monster!?_**

That, that _simple_ realization froze the small Decepticon, and he found himself unable to vent. **_It will only be Megatron then, only him, always him! Ruling us, this planet, every mech or... If, if he restores CYBERTRON!? What kind of nightmarish world would we live in then?_**

Starscream’s servo went to his dermas, panic flooding through his spark. Without the Prime, there was no one to challenge his master. No one to keep his madness in check, and no one that could possibly offer them a future that was not filled with pain and agony.

The seeker  felt sick with worry, his tanks roiling within him. **_What do I do? I can’t let that happen. It is clear I cannot usurp Megatron on my own._** He thought begrudgingly as he began walking once more, his processor whirling with possibilities.

**_Perhaps Soundwave could help, though, that mech is so far gone I seriously doubt he would go against his leader, even if he is constantly hurt by him. Fool still thinks there is hope for Megatron. No… I would need to rely on some that are not witless followers. Perhaps I could enlist the Autobots for help. They would want to help save their Prime, and they have 'some' skill at constantly stopping Megatron, well, with the Prime at least. Arrrrgh… Who the frag is capable enough, and has the iron to go against…_ **

His train of thought abruptly ended as a raging Knockout suddenly whirled around the next corner and smashed into him.

“UGH...! Careful you idiot!” Starscream snarled out.

The medic shook his helm, his glowering faceplates growing darker as he snarled back, “Well maybe if you walked without your helm up your aft, you could see where you were going!”

The two mechs glared at one another, their red optics blazing furiously at one another until each noticed the other’s state.

Knockout frowned as he noticed the bruised plating around Starscream’s throat, and Starscream noticed first, how uncharacteristically filthy the red mech was, but also his split derma, and cracked abdominal plating. Their glares dimmed and almost in unison their shoulders fell.

“Fallen out of his favor already?” Starscream asked, but he kept his pity for the grounder out of his voice. He knew Megatron detested the medic, and if it weren’t for his being a healer, his leader would have done away with him long ago.

In fact, he had hoped the red mech would have stayed away after his last mission, thus why he told Megatron it was foolish to go looking for him. No, Knockout wasn’t beaten every solar-cycle, but the way Megatron treated him after Breakdown’s death was appalling on other levels.

Knockout growled, his helm turning away angrily, “I never expected it to last long anyways.” He looked back up to the seeker, “What about you? Nice shade of black you have growing on your neck.”

Starscream scoffed, “Am I ever free of his _sick_ attentions? No. I commented on his impatience with needing to ruin the Prime, and it did not go over well.”

The medic nodded, his optics scanning over the silver mech’s frame. “I am surprised it stopped there.”

The guilt Starscream had been trying to ignore came roaring back, “Well, the ever righteous Optimus may have had something to do with that. Actually, that is why I was coming to collect you.” The last part of his sentence held far more anger than he had realized he felt, and his concern for the Prime honestly surprised him. **_It is merely because no other mech can help control Megatron’s madness. I just need him, that is all._**

He shook his helm, choosing to ignore whatever the reason was that he felt _anything_ about the Prime’s situation when he looked back at Knockout to find the medic’s optics narrowed and raging. “What the frag did he do already?” The red mech asked, his voice low and grating.

Starscream tilted his helm surprised at the medic’s fury. **_Well, well, perhaps I have found an ally already?_**

“He punished the Prime for standing up for me.” Starscream said quietly, “His faceplates are ruined.”

Knockout felt like his spark might explode out his chest. **_He just left! He had already beaten the Prime to the floor! What the FRAG IS WRONG WITH HIM!?_**

“ARRRRGH! FINE! Where does that BASTARD need me?” Knockout almost screamed  at the seeker, his frame shaking furiously.

“His quarters. Listen, Knockout. Perhaps once you are doing repairing the mess that is the Prime, we could talk?” The seeker said carefully. “There is an issue I think we could both agree upon that I would like to discuss with you.”

Knockout pulled himself from his rage just long enough to try and understand what the seeker was saying. “Umm, sure. Where?”

“Out of here. I need to visit one of the lower mines, why not meet me there?” The silver mech said as he continued on down the hall.

“Alright, I will get there as soon as I can.” Knockout said as he made his way back to his clinic. He had an idea of what the seeker wanted to discuss with him and in many ways that filled him with hope, and worry. He was unsure if he could trust Starscream, but given that he would take any help he could get...

**_Fragger has got to hate Megatron more than me. He would be more than happy to see Megatron fall, but I just hope he doesn’t include screwing Optimus or me in the process._ **

He frowned, his optics dim with worry. **_Not like I have much of a choice. Plus, if I can just get the Prime away from this fragger’s clutches._** He ran around his med bay, quickly gathering as many supplies as he could before hurrying to run to Optimus, when he looked over at a particular cabinet. His optics narrowed as he considered if bringing the stronger medicine was worth the risk, but he quickly decided,  _frag it_ , and grabbed the syringes.

**_There isn’t much I can do for ya Prime, but I will try and make this easier for you, in anyway I can._ **

**_………………….._ **

Megatron looked down at his servo work, and smiled. **_He is beautiful like this._**

He stared down at the unconscious Prime, pleased with how his set up had come out. Optimus was set upon his knees, his torso hanging parallel to the floor. His arms were tied behind his back, the shackles leading to a chain that hung from the ceiling in the center of the room. Megatron was certain the position would be terribly painful once Optimus woke, but he didn’t care. He had also adorned the smaller mech with a collar of sorts, and attached it to a leash that hung loosely beneath the Prime.

He almost chastised himself for beating the mech into unconsciousness, but figured it couldn’t be helped. **_He will learn where he stands now, one way or another. He is mine, he is mine like Orion never will be a…_**

He felt the ever consuming rage fill his spark once more, and he had to stop himself for beating the Prime again.

“I hate you.” He hissed out to the silent mech. He crouched down, his optics blazing as he scanned over the _Prime’s_ frame. Not so long ago there was Orion there. His sweet smile, his wondering optics, and soft demeanor, all ripped from him once again when Optimus returned.

 ** _How many times must I lose him to you? How many times will you rip my spark into shreds, YOU MONSTER!_** He had to pull himself away from the mech, his servos shaking as he fought to control himself. His vents were ragged, and processor dizzy by the time his madness ebbed.

He moaned brokenly as he held his helm, “Orion… Why, why you? Why must it always be you, my love?”

Megatron felt his optics burn as his spark seared with that miserable loss. He knew this pain so well now, but recently, after he had thought he finally had Orion back with him, it had become so much worse. Most nights it ached to the point where he couldn’t vent, or recharge, fuel… It consumed him entirely now, and nothing, NOTHING eased its agony.

 ** _Well, perhaps nothing... yet._** He thought darkly, lifting his helm to peer down at the bound Prime. After he had ripped into this mech, had him dissolve beneath his servos, some of that pain had finally eased. Last night was the first time he had slept well in far too long. He chuckled bitterly. **_I should remember to thank the Prime for that._**

Suddenly there was a knock on the door do his quarters, and he rolled his optics before making his way to the door, throwing it open violently as he scowled down at the red medic. “You certainly took your time.”

Knockout looked around him and shrugged, “Forgive me,  my Lord. I tried to come as soon as possible.”

Megatron glared at the smaller mech for a klik, suspicion running through his processor. “Do not make a habit of it, _medic._ ”

Knockout bowed, “Of course, my Liege.”

The warlord stared at him a moment longer before venting and letting the medic enter. “I need him fixed up before my meetings are finished. It won’t be pleasant to fuck a broken face.”

Knockout fought from growling at the larger mech as he made his way to Optimus. His spark ached as he saw how the Prime was hanging, and the terrible damage that was written all over his once beautiful faceplates. **_Frag it all. It is just going to get worse every time I see him, isn’t it?_**

Megatron tapped his pede impatiently, “I am going to leave him to you. Get it done, but Knockout, if he touches you, you _will_ tell me. Do you understand?”

Knockout’s optics widened. **_Why is he afraid of Optimus touching me?_** He turned his helm to peer back at the larger mech, nodding his helm numbly. “Of course.”

Megatron glared at him before nodding as well. He turned to leave when suddenly he smiled wickedly and walked over to the desk that sat in the corner of his room. He grabbed a set of something the medic couldn’t see before looking over at Knockout. “Open his valve panel, and secure it so it remains open for now.”

Knockout’s optics bulged. **_Oh Primus… He, he isn’t going to take him right now, is he?_**

When Knockout hesitated Megatron growled, “Did you not hear me, medic!?”

The red mech flinched as he moved around to the other side of Optimus. **_I am so sorry…_**

He carefully used one of his tools to slip between the seams of the poor mech’s valve panel, and with a click, it slid open. Averting his optics respectfully, he searched his bag for a medical clip, and gently secured it to the larger mech.

“Done.” He said miserably and he moved back to the Prime’s helm.

Megatron chuckled as he knelt behind Optimus, his optics lustfully scanning over his prize’s glorious valve before taking the small object in his servo and pressing it against the tight opening. He frowned as he fought to push it in, but Optimus was too dry for it to slide in more than a few centimeters.

He considered just forcing it in, even if it tore the other’s port, but he figured the luscious valve would have plenty of abuse done to it later, annnnd he owed the Prime for a peaceful rest, so he would be gentle, for now. He pulled the orb away, leaning forwards as his glossa slipped between his grinning lips and began to lick.

Knockout nearly hurled right there as he listened to his leader lapping at Optimus’s port. **_Arrrrgh, I want to hit him. I want to hit him so badly! What the frag!? Why does he have to…_**

The medic’s fear grew immensely and a small moan unconsciously sounded from the larger mech. **_Frag, is he waking up!? No, please no. Not now, not when I am right in front of him allowing Megatron to just…_**

His fear was unfounded though, for now, as Optimus became silent once more, and Knockout vented in relief. **_I fragging hate this, I hate all of this!_**

Finally, his sick leader stopped his ministrations and pulled his helm back, slowly sliding something into the poor mech before standing. He happily wiped the other mech’s juices from his faceplates as he made his way to the door. He looked back at the sulking medic one last time, “I mean it Knockout. If he touches you…”

The warlord didn’t finish whatever he was going to say but honestly, they both knew he didn’t have to. The message was clear.

Knockout bowed his helm as he turned back to Optimus, and as his leader finally left, he found himself sick to his tanks. “I hate this…”

………………………

It wasn’t until a couple of breems later that Optimus finally began to stir. Knockout was almost finished with the restoration of his faceplates, well, as best he could be without the added help of the Prime’s own repair systems, when the larger mech groaned.

The medic frowned, hating what was awaiting the Prime, but happy to see those two beautiful blue optics flicker to life once more. It was almost as if, as long as Optimus’s optics still held light within them, everything would be ok, right?

“Kn..Knockout?” The Prime asked brokenly, his vocalizer thick with static.

“Hey you. Feeling any better?” Knockout asked tentatively.

The Prime groaned once more. His faceplates did feel better and most of his frame, but his shoulders…

He suddenly realized he couldn’t move his arms, and also how he was hanging when panic began to grip his spark. **_No. No, you cannot panic. Remain calm. If you panic, Knockout might as well. I have to be strong, for him, and me._**

He didn’t want the poor medic to suffer from him being here anymore so than he already had. This wasn’t his fault, or anyone’s on the Nemesis. This was between him, and Megatron, just as it had always been. Only now, he had foolishly gotten caught, and the game had changed drastically. 

Knockout watched Optimus fight to control his terror. He did a great job at hiding it really. If the medic hadn’t been looking so closely he would have missed the slight flicker in his optics, or the ever so slight tremble through the larger mech’s frame, as it was though… **_Oh Optimus, you don’t need to hide in front of me, big guy._**

Optimus looked back up at the medic once he had gathered enough of himself to be able to speak comfortably. “Have you checked on Starscream?” He was worried for the seeker as he wasn’t certain what happened to the other mech after he fell unconscious.

Knockout smiled at him, still amazed at how a mech like this could exist. Here he knelt, strapped to the ceiling and damn near helpless and still he worried about someone else, and his enemy no less! “He is alright. His neck looked a little bruised, but that was all. He will survive, he _has_ survived worse.”

Optimus nodded, his optics growing dim at Knockout’s words. “I am so very sorry that I never realized how far he had fallen. He seemed more vicious on the battle field, but I never thought that it carried over to all of you. Especially not like…”

The medic scoffed, shaking his servo back and forth dismissively. “Honestly Pri… ahhh, Optimus, he has been losing it for a while. Orion leaving was just a... Well, it was just a…”

Optimus hung his helm, shame filling his spark as he thought of what these Decepticons had to go through, or fear, every solar-cycle. He had no idea what the warlord had become, and that these mechs merely stayed with him because they thought they had nowhere else to go?

He smiled up at the smaller mech, watching as he struggled to find the right words. “It is alright, Knockout. I know it was a, jarring transition, to say the least. I never meant to incite his fury, not then, or in the beginning. He has destroyed so much, because of me.”

Knockout’s spark ached wretchedly within him at the dull, hollow sound of Optimus’s voice. He gently placed his servo under the Prime's chin, lifting the larger mech's helm back up, their optics meeting once more. “Optimus, it is our actions that define who we are, and you... You have been nothing but noble, and understanding. You are a wonder of a mech, never forget that.”

Optimus stared at the smaller mech, his optics wide as he felt the honesty behind the other mech’s words. He smiled, “I think I have heard something like that before.” He said playfully, and Knockout laughed.

“I have no idea what you mean! It is all mine. A Knockout Originaaaale!” The medic said dramatically, and both mechs laughed.

Optimus smiled at the smaller mech, his terrified, and guilt worn spark glowing as he stared into those wondrously brilliant optics, and for some reason his spark surged within his chassis at the sight. **_He has such life within him, only begging to be freed._**

Knockout smiled back at him, his own spark fluttering oddly in his chest. **_This mech… He makes me feel like I used to before the war. He makes me feel safe, warm, and he, he gives me laughter. I haven’t truly laughed, in so very, very long._**

“Optimus…” Knockout started, not truly certain what he was going to say... Thank you? I’m sorry? I have a half aft plan to set you free but I am more worried it will get us both killed before it will ever work…?

There was a myriad of conclusions that could complete his sentence, but all he found himself saying was. “You are beautiful.”

Optimus blinked at him, a blush of blue coming over his faceplates but he smiled shyly. “As are you, Knockout. Inside, and out.” He said quietly, the surge in his spark growing as he stared at the medic.

Knockout laughed, his spark simply glowing within him. Here he was, a mess of filthy broken plating, a wreck within his spark, and Optimus saw him as beautiful? **_Poor mech must be glitche…_**

A sudden thought ran through Knockout’s processor, and he felt the glow in his spark dim wretchedly. “Optimus, I… You need time to heal. I, I brought medicine, strong medicine, to induce stasis. Megatron probably won’t notice your stasis is medically induced, but if he does… I am not worried about me, but I don’t want you beaten for my mistake. I can induce stasis to give you more time to rest before he… Before….”

Optimus’s optics widened, his current horrific reality surging forwards unwittingly as he considered Knockout’s words. “Knockout, I do not want you punished, _NEVER_ because of me.” He said sternly, his optics blazing their truth.

The medic growled in frustration at this mech’s self-sacrificing _fluff_. “Damnit Optimus! I have been punished plenty of times, but seeing you….”

The medic paused as an odd look came over Optimus’s faceplates. The Prime’s optics growing wide, and back arching suddenly as he bit his lower derma.

“Optimus!? What is wro…” Knockout started, his spark thundering within him.

“Please go.” Optimus asked stiffly, his fans firing to life until he manually, and painfully shut them off.

Knockout had no idea what was wrong with the other mech, his wide optics scanning over him until he heard the muffled sound of an intense vibration. **_Oh frag…_**

Optimus gasped, his frame shaking as the strange, alien sensation of whatever was in his valve overwhelmed him. He forced himself into silence as the object that was inside him turned back on, and the vibrations ripped through his frame wonderfully. **_Arrrrgh, GODS! What did he do to meeee!?_**

“Please, please Knockout…” Optimus strangled out, his frame twitching as the mechanism hidden deep within him started and stopped intermittently.

“Pleeeeease!” He moaned out, his optics shuttering as he tried to not let the moan that begged to escape him come out.

Knockout vented as he watched Optimus fight against the sensations the vibrating orb gave him. **_Poor mech. He doesn’t even know what is happening to him! He has never interfaced before, so I am certain he doesn’t understand what is…_**

“PLEASE, GO!” Optimus begged wretchedly, his control dissolving with each glorious vibration that erupted within him. **_What is inside of me!? Why does it keep turning on, and the off!? Why, why does it feel so…_**

“UNNNNNN!” Optimus finally moaned out, his hips thrusting forwards as his valve clamped around the orb that sat deep within him. He vented raggedly, his frame always coming right to the point of overload when the accursed thing inside him shut off.

Optimus didn’t want Knockout there! He didn’t want the smaller mech to see him fall, _he_ didn’t want to see _him_ fall.

Knockout felt his spark freeze, his optics wide as they watched the Prime’s resolve slowly shatter every time the terrible tool worked its magic. Soon enough Optimus was gasping for his vents, his frame shuddering  as he tried desperately to control the sensations that were assaulting him.

“PLEASE, KNOCKOUT! I DON’T WANT YOU TO… To see me like… UUUUUHHHHHHH!” Optimus screamed as a particularly long run of the vibrator inside of him went on endlessly. His optics rolled back into his helm, his hanging frame shaking as he finally, and unintentionally climaxed. “UNNNNNNN! GOOOOODSSSSS!” He cried out, the world around him fading as he fell limply from his chains.

Optimus almost, _almost_ sobbed as he hung there. He hated how wonderful he felt, and loathed how wretched that made him feel as well. **_What is wrong with meeee!?_**

Knockout watched as coolant filled the Prime’s optics, his spark in agony over the sight before he came to his senses, and reached into his medical bag. He grabbed the syringe he had argued with himself to bring earlier, and immediately plunged it into the heaving mech’s neck cables.

“This will help you remain in stasis.” He said brokenly, watching as the Prime groaned, his frame falling lower and lower as the kliks passed until finally, he slumped limply against the chains that held him.

Knockout vented out, his spark and processor torn as he scanned over the silent mech. He whimpered, scared Megatron would be furious that Optimus was still in stasis once he came for him, but relieved that he could give this mech just a bit longer to heal before…

He rubbed his servo against Optimus’s helm, his optics wide and burning as he tried to still the chaos in his spark. **_Soon, big guy. Soon, we will either be free or…_**

He swallowed hard as he continued his repairs on the unconscious mech. His faceplates were grim, and dermas set in a thin line as he continued. **_You are too good for this… You are better than all of us damnit, and I aim to fight for that._**


	5. Regret

**Notes for the Chapter:**

> Hello! So, this one is a loooong one. Nearly 12000 words... I hope everything doesn't become muddled because of the length. Ok, this one is heavy, especially towards the end, so a warning. I want to thank everyone for the awesome comments, and Kudos, you guys rock, and I hope you enjoy. *.* Oh, sorry for errors, ok YAY CHAOS!

Knockout sighed as he looked down at Optimus’s rebuilt faceplates, he’d done all he could for the mech, and now he needed to make it down to Earth to meet with Starscream. He slumped as he sat on his knees, his spark aching as he thought about leaving this mech in Megatron’s servos. It didn’t feel right, it didn’t feel right to just, abandon him.

How lucky was _he_ to just be able to leave. He could walk out and go down to the Earth basically whenever he wanted, all the while here Optimus would hang, his life, his freedom, all taken from him in one fateful night.

“Optimus, I wish I never found you that night. Your team would have come looking for _you_ eventually. I… This is all my f-fault…” His said quietly to no one. He hung his helm low, his chin resting on his chest plates as he slowly lost himself in his wretchedly dark thoughts.

He suddenly heard the despicable vibrator power on once more and grit his denta tightly at the sound. **_Can’t you give him just one fragging second!? JUST ONE!?_**

Knockout raised his optics looking at Optimus’s hanging helm, happy the mech was too drugged up to notice what was happening to him again. He placed his servo timidly on the back of the Prime’s helm, gently rubbing along the mech’s neck cabling. He was certain that being in such a position would be awful on the larger mech’s neck and shoulders. He would come out of stasis and be a knotted mess just to have Megatron…

“Ohhhh…” His servos moved to his faceplates and he rubbed his optics roughly as if desperately trying to erase the awful reality that hung before him.

**_Why do I care so fragging much!? Why should I? I… It is better to be alone! Then, nothing can hurt you! Nothing CAN! I… I should just fucking fall to apathy. Then I wouldn’t have to feel bad for Starscream, even if he is a fragger, I wouldn’t have to feel devastated about Optimus, and I would have NEVER CARED ABOUT…_ **

“Breakdown…” A broken whisper escaped his trembling dermas as he held his helm miserably. **_Don’t care, don’t care! It’d be easier, be numb! Why open that door again!? It is stupid for me to care about Optimus’s situation! So he was ‘nice’, ooooh… Big deal. Right!? So what if he thanked me for everything I had done, I DESERVED IT! So what if he let me… Let me… cry… FUUUUUUUUCK!_**

His frame hitched, and a small sob escaped his intake unwittingly. As much as he wanted to numb it all, deny he felt anything, when he opened his optics and saw Optimus’s frame hanging pathetically, helplessly before him, he felt like his spark was breaking all over again.

After Breakdown he had forced himself into this haze of, _nothing_. He felt nothing, cared for nothing; it had gotten so bad he found himself not even caring for himself at one point. He’d forget to fuel, didn’t care for his plating, ignored his injuries to the point of infection. He had become little more than a machine. Megatron said go, and he said ‘Yes, sir.’ It had been an easy, mindless existence, one that almost overtook his spark completely too, that was until Breakdown came back… Well, _some_ of him did.

When he had heard Soundwave report his love’s energy signal reappearing, the world had turned on its end for the numb medic. He knew, scientifically, medically, logically that his mate’s reappearance didn’t make any sense, but did that stop him from running to find him? No… Of course it didn’t…

He had felt alive for the first time in so long during that drive to his lover’s signal, his spark hammering in his chassis as he raced across the desert floor. His only thought was of how the first thing he would do is demand a bond! He wouldn’t lose him _again_! To assure that he would lock the fragger in forever through a bond, either lock him in, or assure his own death by bond break were Breakdown to fall again. So… So he wouldn’t have to survive, _exist_ all alone, ever again.

He had thought he had a second chance! A chance to fix their mistakes, a chance to kiss, and hug his love until neither of them could breathe, a chance to live again! In those moments he was given a splendid, irrefutable, and crystalline view into what they had had all along, and what this wretched war could so easily take from them… Of course, fate can be very, very cruel…

Instead of finding his love, Knockout only dicsvovered a monster now stood in his stead.

He keened brokenly as he remembered his frame heaving that night, his venting ragged from the race there, his spark chaotic in its hope, its need, its _desperation_ as he neared his love’s familiar, wonderful, and horribly missed visage. He had stumbled across the sands after he transformed his knees weak, and processor dizzy as he approached Breakdown when suddenly, something felt very wrong.

There had been no field. _None._ Not even the crackle of one pulled tight. There was nothing, and it had felt as if he was staring at a dead mech walking which, in essence, was all it truly was.

His love’s frame had become a _puppet_ , a sick, broken, violated puppet for the human known as Silas…

Something crucial had shattered within Knockout that night, especially after Megatron had insisted on taking the fragger to the ship, and WORKING WITH HIM!?

The medic hadn’t become numb after that as he had before, no this time, a twisted rage began to grow in his spark. He kept it hidden for the most part knowing he couldn’t escape on his own, or fight his leader, but once that little seed was planted every atrocity, every evil he experienced or witnessed kept the seed well fed, and it thrived in all of its gloriously warped nature.

He wasn’t one for coups, or scheming, he had only ever wanted a simple life. He had wanted warm energon with blankets, he had wanted sunsets, and laughter, he wanted to _heal_ not kill… Yet, as that anger grew, he felt lost in it. He didn’t know how to handle what he felt, the overwhelming loss of Breakdown, twice really, and the rage when he found him. He had seen mechs go mad before, he worked for Megatron after all, but had never truly understood how they got to that point, how they allowed themselves to get to that point. During that time though, he had almost allowed himself to be consumed by his own darkness.

Silas didn’t last long while under Megatron’s rule _surprise, surprise,_ and soon the sick fragger had found himself under Knockout’s servos. Finally, that growing fury had a _focus_ and with it Knockout became something that haunted him to this day.

What he did to Silas then went against everything he had learned as a medic. No, he had never been able to finish his teachings and take the actual vows, but after he had finished with the vile human, he had felt sick, and like he had sacrificed a part of himself for his cruelty. All he could think of was what Breakdown would say in regards to what he had allowed himself to become, how he had let himself fall so far…

He had driven hard, and fast after that. Desperately trying to escape what he had done, what he had allowed this war to mold him into. He had screamed his fury, his pain, his sorrow as he raced through the night. He was reckless, wild, and broken. Numerous times he had almost crashed, and perhaps through the will of Primus alone, he had survived long enough to become exhausted.

It was then the broken medic pulled up to a cliff and parked. He had vented raggedly as he allowed his whirling spark, and overheated engine to cool when the sun began to rise over the cool desert.

As the first colors of orange and dep red began to bloom along the horizon, the red medic had been amazed, and panicked when he heard the sound of a familiar engine approaching, and immediately hid amongst some boulders along the cliff’s edge.

It was then that none other than the mighty Optimus Prime rolled up slowly, about a hundred feet from where he hid, and transformed.

Knockout remembered being terrified, but also awed as he stared secretly at the silent Prime. The early morning light gleamed off of the larger mech’s frame as he stood just at the edge of the canyon, his blue optics turned up as he bathed in the glory of the rising sun. Optimus had looked so incredibly noble, and yet simple in that moment. That would be a tough feat for many other mechs, yet that was kind of what the Prime was, simple magnificence.

Knockout had remained hidden the entire time, his frame shaking slightly in fear as he kept his optics pinned on the huge mech. Optimus though, seemed thankfully distracted and merely sighed before moving to sit along the edge, his long legs hanging down, and helm turned upwards as he stared up at the sky.

When he was fairly certain his death wasn’t imminent, the medic had slowly focused his attention back on the sunrise as well. Together, unknowingly for the Prime, they had watched the simple miracle of the rising sun. Knockout had reveled in the melody of colors that slowly overtook the darkness that had haunted his ride out there, peeking over at the Prime now and then to make sure the larger mech hadn’t seen him.

Though he had been terrified at first of Optimus’s presence, as the kliks went on, he almost became grateful for it. Though the Prime didn’t know he was there, and who knows what would have happened if he did find him, to not have had to be alone for once, so terribly, and utterly alone, the Prime had unconsciously given the red mech an unexpected gift. The gift of simplicity; the reminder that joy could still exist for him, even if only for a common, simple, and yet singularly beautiful moment.

To see the mighty Prime sit down and just _watch_ a sunrise, well it had seemed odd. Knockout was sure the large mech had slag to deal with, he _was_ the Prime after all! So for him to just be here, alone, and openly becoming lost in the sky like a wondering sparkling, it had seemed like such a strange, simplistic joy that only _normal_ mechs might enjoy, not a PRIME!?

The moment didn’t last long unfortunately, and soon Optimus stood, his optics sparkling with the morning light a moment more before transforming and moving on. Knockout had waited a few kliks before leaving his hiding spot, and driving back to the Nemesis. He had to admit though, whether it was from the sunrise or… the company, his spark had felt far less chaotic than it had on the ride out there.

….

Knockout smiled slightly as he looked back at the Prime, and he realized he had nearly forgotten that morning when he had secretly watched the sunrise with him. Who knew that their next encounter would have led them to watching the sunset together as well, of course… The ending to this most recent encounter had ended far, far worse.

Sighing once more Knockout checked his chronometer and realized it was nearly night, and if he wanted to meet with Starscream he needed to go now. He wasn’t sure if the arrogant flyer would just say frag it if he didn’t show, and not decide to help.

**_He’d probably do that just out of spite, fragger. Even if it meant he wasn’t saved either._ **

Suddenly Knockout wished he had asked the Prime to give him the codes to his team’s comms. Contacting them might come in useful as well with all of this. **_I will have to ask him next time I see him._** That thought brought a pain in his spark as he wondered what kind of state the larger mech’s frame would be in the next time he saw him, or even more troubling, what his mental state might be. Knockout could always fix frame damage, but damage done to the processor or spark, that was beyond his servos…

Starscream was glitched as they come from Megatron’s nightly obsessions, but he had learned to deal with it in his own way; mainly trying to kill Megatron every chance he got, but the Prime… How would he handle what was being done to him? He was too noble to go after Megatron like some mad mech, wasn’t he? So, how… How would he handle it all? Block it all and suffer as a Prime should, with stoic control, or because of the added veracity, given the two leader’s past, would he break?

“Ohhhh, big guy. Don’t let him destroy you, please. I know that sounds selfish, but I need you, okay? Stay strong, I have something brewing. I don’t know if it will work, but frag it… Please…” He whispered out, slowly lowering his helm until it gently touched Optimus’s. “Please stay strong, ok? Someone cares. I… I care.”

His words surprised him, and yet confused him as well, but they were the truth. No matter how much he desperately wanted to numb all of this away, fall to the wonder of apathy, he couldn’t, even when he wasn’t exactly sure why.

Venting deeply he finally pulled himself away from the chained mech, his spark heavy, and yet hollow at the same time as he stood. He set his dermas as he made it to the doorway and opened it. He wanted to look back but he was afraid if he did, he would _never_ leave. So it was, with a broken sigh he continued on into the halls, each step feeling like he was slowly wading through a thickening pool of guilt, and betrayal to the Prime.

**_I have to leave him, I have to help him in other ways. There is nothing I can do once Megatron comes for him anyways, I would just… Gods…_ **

He made it to the ground bridge in a haze of sorrow, typing in the coordinates Starscream was at with shaking digits. As the bridge flared to life before him only then did he look back, his optics scanning the dark hall from whence he came. **_Don’t let him break you, big guy. You aren’t alone, I promise you. That fragger doesn’t know it yet, but his days of pain and torture are coming to an end, that, or we are all gonna die trying, either way at least we will be free at last._**

**_………………….._ **

Megatron sat in his command chair at the end of the long conference table idly flipping the switch in his servo on and off. He listened to the reports about energon stores, weapon development, and overall statistics about his troops and ship, but his processor was focused far more on the mech that hung in his quarters.

He smiled as he continued to play with the switch over and over again. He wasn‘t sure whether or not the smaller mech was conscious yet, but he hoped that at least his frame would react to the intermittent vibrations. **_He will be more than ready for me once I have a chance to escape this nonsense._**

Though he knew it was important to continue to focus on the whole picture, and not solely on the Prime, he was having a hard time of it. **_Arrrgh, I cannot lose focus either! Now the Autobots are leaderless, I need to find their base and crush them before they discover what has become of their Prime and try to retaliate._**

He wanted to say that he wasn’t truly concerned over the rest of the pathetic Autobots, but they had surprised him before, like the night Orion had left him… What they lacked in physical power they made up for in resilience, almost to the point of blind stubbornness. He would have to deal with them sooner than later. No one was taking Optimus from him this time, _no one._

The silver mech groaned as his chassis warmed at the thought of his bound prize, and he flipped the switch again. **_Arrrgh, Optimus, what delicious sounds will you make for me today? How many times will you overload under my care? How deeply will all of it destroy you!?_**

“My Lord, there are going to be some shortages of energon given the type of stone this new mine has around…” One of the vehicons started when Megatron suddenly stood, his impatience and need growing to a point that he could no longer ignore.

“Utilize what remains in the eastern most mines, focus on working through the softer earth. Its material shall equal out the shorter amount of time spent there. We do not need anyone injuring themselves to simply mine energon.” He said stiffly, his frame blazing as he began to walk towards the room’s exit.

The Vehicon nodded, and bowed to him before Megatron finally left. As he walked the warlord vented deeply frustrated with how long he had been stuck in infernal meetings, the ache in his frame and oddly enough his spark, becoming more and more of a distraction as the breems passed.

**_Fraggin Prime, I cannot allow him to control me like that! He has no power here, and he WILL have no power over me._ **

He grit his denta as he made his way to his quarters, his spark whirling with rage and lust as he thought about what he had planned for the Prime. He would start slow, ease the larger mech into a false sense of comfort, and demonstrate how much power he had over the great Prime. Then, he would begin to tear him apart. Break him piece by piece, mentally forcing him to become his, and only his. Optimus’s world would be nothing but pain and pleasure, and at the end he would beg for Megatron’s attention, he would be all the fallen Prime thought about, what he begged for.

He smiled wickedly as he stopped in front of his door quickly punching in the code before, with an excited but controlled vent, opening it to his reveal his prize.

The first thing he noticed was the wondrous scent of arousal as he entered, the sweet smell going right to his lower chassis, but the second thing he noticed was the Prime was still unconscious.

 ** _What the frag? I didn’t beat him that badly, did I?_** He frowned as he walked around the hanging mech, pleased to see a growing puddle of lubricant on the floor between the smaller mech’s legs. It seemed his toy was working even if the other mech was still unconscious, but the fact that he was still in stasis irritated the warlord.

**_I should just frag him regardless! Bastard deserves it! Yet, I am not here for just his frame, I want his mind, his spark… EVERYTHING!  I cannot take them all with him being unconscious._ **

He sighed, sitting on his berth as he decided what to do until the Prime awoke. His servo rubbed the back of his neck as he scanned over the frame before him thoughtfully. His optics scanned over the familiar curves, and plating, sliding along that strong back down to Optimus’s slim hips…

He growled as a memory of Orion suddenly passed through his mind, and for a moment all he could see was his love there. He saw him venting as they made love, his wide loving optics looking up at him, calling his designation as Megatron gently moved within his frame.

_“I love you, Megatronus! I am so sorry I have been gone for so long! I… Uhhhh… I won’t leave you, never again, my love.”_

“ARRRGH!” Megatron growled, his servos ripping into his helm as his venting grew ragged, and his spark thundered in his chassis. He stood, pacing along the side of his huge berth as he fought to control his fury.

He glared over Ori… NO! Optimus’s frame, this was OPTIMUS! **_This isn’t Orion! This is the monster that has destroyed Orion, TWICE! The monster that keeps taking him from me over and OVER AGAIN! I need to remember that! I CAN’T see Orion there! I WON’T!  How will I… I can’t… I can’t do this to Orion! AND THIS ISN’T ORION!_**

He fought with himself, reminding himself that his love no longer resided within this achingly familiar frame, that this was only that _wretched_ , _murdering_ PRIME! Suddenly he tilted his helm, pondering on how he could fix that problem, how he could change the Prime’s appearance so that he would never again see Orion by mistake.

The collar and chains did help a bit, as he would never place Orion in such horrid things, but he needed more if he was going to be able to destroy Optimus as he planned to. He moved to the fragger’s helm, crouching down in front of the smaller mech before lifting Optimus’s helm to face his own.

Seeing the Prime’s faceplates so at ease, no scrunched plating, no frowning dermas, or accusing optics, he nearly dropped the helm as once again, all he could see was Orion. “I hate you, I HATE YOU!” He snarled out, his free servo clenching as he fought ripping Optimus’s optics out right there.

He lifted his shaking servo, placing a long sharp claw above one of the Prime’s shuttered optics and pushed it in deep before dragging it down the monster’s faceplates. The wound quickly bubbled with energon, the blue liquid lazily dripping out as Megatron continued its bloody path down until it reached Optimus’s chin. He chuckled, smirking at his work appreciatively. He knew he had gone deep enough that the wound would heal after time, but from this day forwards the Prime would always bear a long jagged scar on the right side of his face.

“That’s a start, what else can I decorate you with, filthy _Prime?_ ” He hissed out, letting go of the helm as it drop limply before standing and scanning over the inert mech.

He smiled as he looked over the hateful Autobot emblems Optimus carried on each of his shoulders. Reaching down, Megatron dug his claws in deep and ripped across the symbol roughly, repeating the action on the other side as well. Again, he made sure to go deep enough to permanently scar the plating.

He smiled as he thought of what his pathetic Autobots would think of their Prime the next time they saw him. If everything worked out the way Megatron planned, they would find a very docile Prime kneeling by his side, as any good pet would.

Why not turn the Prime into something less than a mech? He was _nothing_ , nothing but a murdering, filthy wretch. To have him on his knees, his optics wide and waiting for Megatron’s approval, it would be a fitting end for such a wretched _creature_.

He gently rubbed along Optimus’s back plates, his claws lightly scratching the plating as he thought about what else he could do to ruin the mech further. The more he changed Optimus so that he didn’t look like Orion had last time he had him, the better.

**_Perhaps I should paint some of his plating as well, he doesn’t deserve to wear Orion’s colors. He NEVER has._ **

He stood, his spark glowing with his new idea as he commed Shockwave. He wondered if the scientist would have some paint, or even better, acid to burn his lover’s colors off of his new pet. He figured if the Prime was going to sleep, and force him to wait longer, he could at least give the Prime a surprise to wake up to.

**_Prime, I am going to take everything that is you and destroy it. Soon, even you will not recognize yourself inside, or out._ **

**_……………………._ **

Knockout’s drive to the mine had not been an exceptionally long one, but given that he had not recharged, and his injuries had still not been taken care of, he was exhausted by the time he arrived.

He transformed, groaning as pain burned through his frame and walked down into the mine. **_Arrrgh, I really hate being in these things. Nevermind what nightmare my last venture like this led to…_**

He rubbed his burning optics, trying to force himself to wake up when he heard screeching come from the tunnels before him, and he sighed heavily.

“Ugh, wonderful.” He muttered as he listened to Starscream’s rant. The last thing he wanted to deal with was a temper tantrum from the flyer, but he forced himself to continue on.

When he finally walked into the main chamber of the mine, he was greeted with the sight of Starscream yelling and throwing tools at some poor huddling vehicons.

“What do you mean you can’t break through the stone!? We are _Decepticons_ , one of the most advanced species in the _universe_ , and you cannot find a way to break through some DIRT!?” The silver seeker roared as he threw another tool. “No more excuses! The next mech that complains about being tired will be dropped into the middle of an OCEAN and left to RUST!”

That seemed to get the vehicons moving, and they quickly scrambled into separate tunnels as they escaped from the raging flyer.

Knockout rolled his optics, reminding himself why he was here over, and over so he didn’t just turn around and walk out.

Starscream snarled, turning angrily to walk away when he finally noticed the slumped frame of Knockout approaching him. The seeker growled as he stomped over to the grounder. “About time, Knockout. What took you so long!?”

The medic shrugged wearily, “It took longer with the Prime than I realized it would. So, what is it you want to talk about?”

Starscream glared at him a moment longer, his optics blazing with impatience but as he scanned over the other mech’s _still_ filthy and broken frame slowly raising them up to the medic’s obviously exhausted optics, he decided to let his irritation dissipate, slightly.  “Humph… Fine. Come, we will speak outside. Too many audials here.”

Knockout rolled his optics, but he was happy to be free of the confined space.

When the two mechs made it out into the cold night air, their vents puffing white clouds of mist, Knockout looked up to see the shinning stars above. **_It is beautiful tonight. I bet Optimus would have loved to see…_** He grit his denta forcing himself to focus on the task at servo rather than the Prime. It was becoming increasingly difficult to ever _not_ think of the larger mech these days.

“Well, Starscream?” He asked gruffly, his servos absently brushing at the grit that had remained on his plating for far too long.

The flyer leaned against the mine’s entrance, his digits rising to tap on his chin as he considered where to begin. “I am certain you are aware of our wondrous leader’s _faltering_ grip on reality.”

Knockout barked out a bitter laugh as he glared at the other mech incredulously, “ _Faltering_ , Starscream? He is _insane,_ plain and simple.”

The silver mech nodded thoughtfully, “Knockout, do you want a Cybertron that is ruled by such a monster of a mech?”

The medic blinked at Starscream, his processor reeling as he realized he hadn’t even thought of that reality. He had been so focused on the fate of the Prime, that to think any further than that problem seemed far more daunting than he had the energy, or sanity to consider.

Starscream nodded at Knockout’s horrified faceplates. “If he destroys the Prime, all we shall have left is _Megatron_. Megatron, and his army of mindless soldiers, for eons to come.”

“But, he isn’t going to break Optimus! I mean, he is a Prime!” Knockout said quickly, his voice noticeably lacking the conviction he desperately wished he held for the Prime’s ability to survive his Lord’s cruelty.

The seeker scoffed, looking at Knockout like he was an idiot, “I know Megatron’s darker side far better than most, _medic_. I know how _twisted_ his spark is, and that is only in regards to _my own_ wretched experiences with him. He may not like _me_ , but he _loathes_ the Prime. Damnit mech, he destroyed our world for losing Orion, and that was when he still retained _some_ level of sanity.” Starscream’s servos curled at his sides as he moved from the wall behind him and began pacing. “He _will_ destroy the Prime, Knockout. He knows Optimus’s weaknesses more than any mech, and why wouldn’t he? The foolish soft-sparked Prime is so transparent it is embarrassing.”

Knockout growled quietly at the seeker, a wave of protectiveness filtering through his spark for Optimus, “ _Yeah,_ well he hasn’t spent entire life scheming, and lying like _some_ mechs.” He looked pointedly at the silver mech. “So what if he is honest? I say it’s a nice change. In fact, I think we would all be better off if others were just like him!”

Starscream laughed as he scanned over Knockout’s narrowed optics, and fisted servos, “My, my Knockout. Getting in a little deep with the Prime, are we?”

The medic’s optics widened instantly, and he waved his servos before him, “What… No! I am just saying it is nice to have a mech around who isn’t a fragging piece of scrap. Not like Megatron, that’s all.” He said quickly, his spark hammering in his chassis. Starscream was wrong, he only wanted to help the Prime because, well… He wanted to for many reasons, and none of them were because he…

The flyer laughed harder, smirking at the stumbling medic, “Indeed. Well, regardless of the ways you _don’t_ feel for the Prime, Optimus’s honesty and noble ways _will_ be his downfall. Megatron will use those _qualities,_ let’s call them, to help pick the Prime apart piece by piece. He will break him, and then there will be no mech to stand up to Megatron, thus I propose an alliance between us.” Starscream moved in close to Knockout, his voice low, and optics suddenly haunted looking. “We need to save the Prime, Knockout. We need to save him before he’s destruction is complete. At this very moment Megatron is probably ripping into him, peeling back the layers, and carefully exposing the Prime until…”

“ENOUGH!” Knockout cried out suddenly, his frame shaking. “Alright, I _get_ it! We need to save him, but how? It is just us two, what the frag can we do?” He tried to not let Starscream’s words scare him, or fill his spark with doubt. **_Optimus can make it, maybe not forever, but he is strong, isn’t he? He can survive until we can save him._**

“Well, we need greater numbers for our little _club_ , and _those_ are rather hard to come by. We could always involve the Autobots, and will probably have to do so, but if we could get some more support from within…” Starscream lowered his helm and he thought. “Soundwave, if we could convince him, would be a huge advantage. Megatron leans far too heavily on that mech, and if he were to lose _him_ , it would place our monstrous leader at a grave disadvantage. Hmmmm, Shockwave is too concerned about his projects to leave them…”

Knockout thought as well, “What about Airachnid?”

The seeker laughed once more, “She may despise Megatron, but she is about as trustworthy as a rat. No, she would betray us within moments.”

Knockout nodded, he knew mentioning the femme was a stretch of course, but still, there weren’t many other officers that would…

“Dreadwing!” Knockout said quickly. He knew the larger flyer had an intense code of honor that almost rivaled the Prime’s. Maybe if he saw what Megatron was doing to Optimus, he could help them in rescuing the poor mech, course, him being off world at the moment caused a bit of a problem. “He, he went out to searching for ummm, that Jack character. We could call him back to…”

The medic was immediately cut off by Starscream as the seeker snarled, “As wondrously _honorable_ as the mech might be… I believe including _him_ on this mission would be a terrible idea. He is far too loyal to Megatron, annnnd there is always the looming possibility of him discovering just who led his brother during his, untimely demise.”

Knockout blinked at the other mech, “You think he’d really…”

“Of course he would, _fool_! If he ever discovered that I _not only_ led the Decepticon’s during the time of his brother’s death, but then reanimated him…” The seeker shivered worriedly. “Either way, let us leave him in space. It is safer that way.”

Knockout frowned, “Fine, so we only have three of us then? AND that is _if_ we can get Soundwave on board?”

The seeker hummed thoughtfully. ”There may be others, perhaps, and of course, there are always the Autobots. I have personally commed them before and they always answer. I imagine they will be even more willing to talk if it is about their missing Prime. I shall handle the Autobots, you, you find a way to get to Soundwave. Having him with us will be essential as he is the optics and audials of the entire ship.”

The medic sighed, “Peachy… I can’t even get the mech away from the command deck, how the frag am I going to…”

“Use your HELM! I cannot do everything for you, medic! Do you want to save your precious Prime, or not?” Starscream hissed out angrily.

Knockout glared at him, “Fine, but I still think you are getting the easier of the two, fragger.”

 The seeker rolled his optics. “Neither will be an easy task, mine is just more assured to work. Well, now that that is settled, we should return to the ship. I am certain Megatron will need you to fix his new _pet_ soon enough.” No longer was the silver mech’s voice snarky, or sarcastic, and its sudden and drastic change surprised Knockout. Starscream seemed to notice his surprise and the flyer huffed as he looked away. “No mech deserves what Megatron does in that wretched room. I may be conniving, but I am not sparkless, not yet anyways.”

Knockout felt his spark grow cold as he thought of the Prime. “How long do you think we have before Megatron…  Before he can…” He had to stop himself from finishing that sentence as his spark began to ache terribly. The thought of Optimus’s optics no longer shinning with that brilliant sense of wonder, or the larger mech becoming numb and broken if he were to be destroyed from Megatron’s treatment, it terrified him.

Starscream sighed wearily, “Knowing Megatron, he will continue his work on the Prime as often as possible. Besides, he no longer has to worry about the Autobots, not really. He will have plenty of time to focus on his destruction of the Prime.”

Both mechs became quiet then, the only sounds around them being the hidden wildlife that braved the night’s sands.

“I hate him.” Knockout said quietly, his optics dim with sorrow and exhaustion.

Starscream laughed bitterly, “As do I mech, as do I. Come, let us return to our prison. If we are going to have this work, we need to start planting the seeds as soon as possible.”

…………………………………

The first sensation that Optimus felt as he slowly rebooted from his drug induced slumber was the feeling of something cold and wet being sprayed against his frame.

**_W-what is…_ **

He vented as his frame shivered at the cold, but as his lagging systems came further online he began to realize that it was not that the liquid was freezing, but that it burned so terribly that it felt like he was being blasted by ice. **_Arrrgh… What is going o…._**

The burning continued to increase until finally it felt like pure acid was pouring down his plates. “ARRRRRRRRRRRGH!” He screamed as his optics flew open, a bright blinding light being the only thing that he could see as the fire rippled across his frame.

Suddenly the spray stopped, and a dark laugh filled his audials. “Ahhhh, Prime. Awake at last?”

Optimus forced himself to focus on venting as he turned his helm downwards to find Megatron standing in front of him. “M-Megatron… What…” He looked around him to discover he was no longer in Megatron’s quarters but a large wash room of sorts.

The warlord smiled wickedly up at him, “Just a little detailing, Prime. You needed a good, _deep_ clean.”

The Prime moaned, his frame jerking as the liquid that covered him continued to burn. He looked down at himself, his optics widening as he realized the bottom portion of his frame nothing but grey now, all of his blue color rinsing away under the acidic solution that he had been sprayed with. “What… What are you doing to me!?” He strangled out, his arms aching as he also noticed he now hung from the ceiling of the odd washroom by his wrists.

“You never deserved to wear Orion’s colors, _Prime._ I am merely helping you appear as you truly should, an ugly hunk of dull, grey metal.” Megatron said quietly, his smile broadening as he lifted the hose once more.

“N…. ARRRRRRRGH!” Optimus screamed as the wretched spray began again, this time focused on his chassis. He shook as he tried to move away from acidic liquid, but all he ended up accomplishing was swaying slightly.

Megatron laughed at his attempts, shaking his helm at the screaming mech, “Come now Optimus, it doesn’t hurt _that_ badly.”

As the spray moved upwards, Optimus had to shut his optics, and close his intake as he was sprayed directly in his faceplates, and agony ripped across his helm, especially the right side of his face. The liquid fire continued up as it was sprayed over his arms, his screams pouring from his intake once more until finally, it was over.

He hung there, his frame dripping with the terrible solution as he fought to stay conscious.

He was slightly aware of some shuffling going on around him, but he didn’t have the strength to lift his helm to see what was happening. It wasn’t until another cold spray hit him that he tilted his helm back and cried out as the freezing wash sprayed over his burning plates. As some of the new liquid entered his open intake he was terrified that he would be swallowing acid, but only found that it was cleansing oil that was sprayed this time. Slowly the oil helped ease the fire that had consumed his frame as it washed the acid away.

He coughed and spit as the spray ceased, and he heard more shuffling as Megatron moved closer to him.

“Look at you…” The warlord said softly, an inflection of awe in his voice.

Optimus growled, his helm weakly lifting as he glared into the silver mech’s blazing optics.

“How easily that can all wash away, incredible, _isn’t it_?” The warlord said darkly. “How easily _you_ can be washed away, Prime.”

“P-paint does not… Does not make a mech, Megatron. It… It is what r-resides in their spark that defines them.” Optimus grated venomously, trying to ignore the pain that made his entire frame shake. The acid may have been washed away now, but it had done a decent amount of damaged in some areas, burning through more than just the paint that once covered him.

 Megatron laughed at him as he stepped closer, his clawed servo rubbing along Optimus’s chassis, each soft caress blazing against the Prime’s overly sensitive plating.

The larger mech grabbed the Prime’s chin, his thumb lightly scrapping against the wound he had created earlier. “Ohhh Prime, do not fear. I intend on washing that away as well.”

Optimus snarled at him, his denta gritting so tightly he was afraid they’d break. “You will never have my spark, Megatron.”

The warlord smirked, his faceplates moving so close to the Prime’s that his vents burned against the smaller mech’s now sensitive faceplates. “Optimus, I told you, I will take everything from you, in time. _Everything._ ” He laughed as his servo dipped lower and curled between the smaller mech’s legs. When Optimus’s frame shivered at the touch he smiled wider. “Soon Optimus, you will be begging me for it.”

Optimus growled, ripping his helm from the other mech’s servo before bringing it back and _slamming_ it into Megatron’s surprised faceplates.

“Arrrrrrrrgh!” Megatron stumbled back, his forehelm splitting and energon running down his faceplates.

Optimus roared as he lifted his only working pede and kicked the stumbling mech in the center of his chassis sending him flying backwards. Using that momentum, the Prime continued to swing his frame back and forth, his legs gaining momentum until with a pained grunt, he brought his good leg up to brace against the ceiling above him, and began pulling downwards on the chain.

“ARRRRRGH, MOOOOVE!” His back arched as he screamed. Far too slowly little cracks began to form around the chain’s connected plate, and the metal screeched as it was stretched. “Come OOOON!”

Finally the plate broke away and the Prime fell roughly down to the floor below. “Uuuugh…” He moaned  shaking his helm to clear the static from his optics when he heard a roar sound from behind him.

“PRRRRRIIIIMMMME!” The warlord’s voice shook the walls around them as he ran at the fallen mech.

Optimus scrambled backwards, his useless leg dragging as his chained servos pulled him across the washroom’s floor.  He had forgotten he couldn’t stand, and now berated himself for forgetting such a debilitating fact. As Megatron approached, the Prime turned to his back, holding tight to the chain before swinging it out before him with all of his might.

The metal plate soared diagonally through the air, its sharp jagged edges leading it before it clipped the side of Megatron’s helm instantly cutting a deep gash in his left cheek forcing the larger mech to stumble sideways.

Optimus continued the chain’s flight, whipping his arms to bring the chain around once more, only this time he aimed for Megatron’s throat. He cried out in triumph as the chain hit its mark, the panel sailing on before wrapping around Megatron’s neck tightly, and he pulled the raging mech down with a roar of his own.

Megatron fell to the floor with a deafening crash, his dermas splitting as his helm cracked against the ground below, and he groaned as he tried to work through his dizzy processor.

Taking advantage of Megatron’s confusion, Optimus pulled the chain tight, his good pede kicking out to rest on the warlord’s shoulder as he pulled the chain back as hard as he could, choking the larger mech as he pushed against the war lord’s shoulder.

The silver mech vented raggedly, his clawed servos ripping at the chain that was wrapped around his neck desperately. **_NOOOO! No, this is not the way it is supposed to be!_** He tried frantically to see through the static that was filling his optics so that he could aim his cannon at the Prime, shooting it twice but missing his mark each time.

Optimus vented brokenly as he strangled the larger mech, his spark whirling within him. **_Arrrgh Gods, am I going to kill Him!? Can I do that? Is it within me to do so?_** Optimus tried to ignore the horror he felt at committing the wretched act. He tried to think of every mech that had suffered because of this monster, he tried to remember that Megatron _deserved_ to die, that what he was doing was right, _justified_ even, but as looked down at the struggling mech, he felt his spark ache with shame.

**_If I kill him, am I any better than he is? He should be imprisoned yes, but to murder him… To murder him like this? Will I ever be able to forgive myself? Would it be right to just end him like this!? Yet, who will it save? Arrrrgh, I HAVE TO DO THIS! I MUST!_ **

A sob broke from his intake as he watched the light begin to dim in Megatron’s optics, the larger mech coughing, and gagging as the kliks passed. **_Ohhh, Primus… What do I do!? Please guide me! I… I have to kill him, I have to… I, I can do it… THINK OF EVERYTHING HE HAS DESTROYED! HE DESERVES TO DIE! ARRRRGH!_**

Optimus warred with himself, his spark telling him what he was doing was wrong, it was murder, and that every mech had the capacity to change! His processor though, it was telling him there was no other way, that this was the only choice in keeping the universe safe from what Megatron had become!

Coolant fell from his optics as he fought to ignore the agony in his spark as he watched the larger mech’s movements begin to slow, his fiery optics losing more color as they began rolling backwards. **_He’s dying! I… Frag it! Why do… What do I… I have to, I have to! I…Gods, Megatron… NOOOOOO! I AM NOT HIM!_**

“ARRRRRRRGH, _PRIMUS_! I… I CAN’T!” He cried out as he suddenly loosened the chain, his frame hitching as coolant poured from his optics. “Ohhh…. Forgive my weakness, I… I can’t, I can’t do it. N-not like this… Ohhhh, gods…”

He shook wretchedly in a storm of shame, and disgust, his optics shuttering as he heard Megatron gasp, and cough near his pedes, and he found he didn’t know what to feel. Was he happy that he had not fallen to Megatron’s levels, or _destroyed_ that he was too fragging _noble_ , or cowardly, to kill him? **_Have I just doomed us all, when I could have saved…_**

As the warlord began chuckling darkly, his laughter growing in volume as he untied the chain from his throat, Optimus felt despair grip his spark. **_What have I just saved? What have I set free?_**

“Oh, Optimus…” Megatron grated out, his vocalizer glitching slightly as he spoke. “Sweet, _noble_ Optimus. You just made a wretched, _wretched_ mistake.”

Optimus moaned, his marred plating scraping against the floor as he curled into himself. **_What did I do? Why couldn’t I do it? WHY!?_**

Megatron stood above the sobbing Prime, his neck aching terribly as he stared at the smaller mech. **_He let me live? Foolish, pathetic AUTOBOT!_**

Optimus hardly registered anything after that, his spark torn in too many places from what he had almost done, and what he _didn’t_ do. He became limp as Megatron lifted him off the floor, the warlord’s servos almost gentle as they held him.

“I must admit Prime, you surprised me with that attack today, not many mech’s get that honor. Though, you have never been just any mech, have you?”

Optimus stayed silent, his spark hollow with him as he lay numbly in Megatron’s arms. He felt awful, he felt like a coward, a fool, and worst of all, a traitor. He had had the chance to destroy one of the greatest evils in the universe and yet…

Megatron laughed at Optimus’s silence, making his way to his berthroom happily. “I will say, your _lack_ of courage did _not_ surprise me though. I didn’t think you had it in you to follow through, and now you shall reap the rewards of your failure.”

The smaller mech turned his helm away, keeping his optics shut as he felt Megatron stop to enter the code to his quarters. **_I deserve whatever he does to me… I have been such a fool…_**

They made their way into the room, Megatron smiling wickedly as he laid Optimus’s limp frame upon the floor. He chuckled as he began to replace the chain around the mech’s arms with the one hanging from his ceiling, repositioning the Prime back to his original stance.

Optimus made not a sound as he was hung painfully once more; he merely dropped his helm, his dim blue optics staring at the floor dejectedly.

Once Megatron was satisfied with the Prime’s positioning, he frowned as he noticed how empty the Prime looked. **_Now, that won’t do, where is that fire he held so passionately before?_**

“Oh come now mech, do not be like that. I am obviously very grateful for your cowardice, though, what would your Autobot’s think? Think of how many you could have saved if you had just had the iron to finally end me, now _look_ at you.” Megatron said, trying to goad the fire back into the Prime.

He growled as he watched Optimus continue to hang there numbly. “I imagine even some of my own crew would be rather disappointed in your lacking commitment. Starscream especially, and poor Knockout will have to continue to put you back together over and over again. I suppose it is a good thing I didn’t leave that filthy grounder down there to rot.”

Optimus’s optics flashed for a moment at the mention of the medic and Megatron narrowed his optics suspiciously as he suddenly recalled how he had found Optimus and Knockout earlier that day. “Yes,” the silver mech continued, his optics watching the Prime closely the entire time. “Perhaps I have not seen the true worth in my little medic all this time. He is a rather handsome mech, even for an earth crawler. Perhaps I can invite him to one of our sessions.”

As a growl began to grow in the Prime’s chassis, Megatron’s optics blazed as he grew more and more suspicious of Optimus’s evident soft spot for the medic. “It would be nice to hear what kind of sounds he makes, I am sure he would enjoy some release since Breakdown no longer…”

“SHUT UP!” Optimus’s yelled, his vents growing ragged. “JUST SHUT UP, you _sick_ fragger.” He kept his helm down, but couldn’t help but scream at the warlord. Just the mere thought of Knockout being used by Megatron… **_And now, it would be all my fault, wouldn’t it? All because I couldn’t… Ohhh, Primus. What have I done, what have I done…_**

Megatron scoffed, his spark aching enviously in his chassis. He lifted a servo to his comm unit, speaking loud enough for Optimus to hear him.

**:Knockout, report to my quarters immediately. The _Prime_ requires your assistance.:**

Finally Optimus’s helm sprang up, his optics wide and fearful. “What are you doing, Megatron? I do not need…”

“Shut up, Prime. I now decide what you need, remember that.” Megatron said stiffly, the Prime’s reaction burning his spark even more.

 **:Understood, _my Lord._ : **Knockout answered back, and the warlord couldn’t help but notice the disgust in the medic’s voice.

**_Hmmm, I wonder if this is his usual disgust or something having to do with the Prime? Is there something going on between the two?_ **

“Damnit Megatron! I do not need his HELP!” Optimus’s voice grew louder and Megatron’s growing jealously soared at the smaller mech’s anger.

“That is not for _you_ to decide.” The silver mech said darkly, his optics narrowed as he stared into Optimus’s blazing ones. ** _I wonder if I am correct in my assumption_**. **_Is Optimus merely concerned for the medic as he was Starscream, bleeding spark and all or… Could this be more?_**

Optimus was raging inside. “KEEP HIM OUT OF THIS! Must you destroy every mech you come acr…”

Megatron roared as he slammed his fist into Optimus’s back, “I TOLD YOU TO SHUT UP!”

He gripped the Prime’s helm, wrenching it back painfully, “Why don’t you want him here, _Prime?_ Embarrassed for him to see you like this? He already watched as I fucked you, in fact he even watched as I licked you until you became wet enough to stick my toy inside you. So why be embarrassed, or… Or is it some _other_ reason?” The warlord said darkly, his optics burning possessively into Optimus’s.

Optimus growled even as his spark thundered in panic. “I… I am merely tired of watching you hurt those around you just because you can, Megatron. The darkness inside you knows no bounds.” He strangled out, the position of his helm making his shoulders burn wretchedly.

Megatron sneered, his helm moving close to the smaller mech’s, “And yet for as wretched as I am, _you_ let me live? So Prime, _theoretically_ , who is truly to blame for what happens now me, or _you_?”

Optimus’s optics widened as he stared at the mad mech before him, guilt and shame burning through his fuels lines like acid. **_Primus… What have I done!?_**

His panic grew tenfold as a knock sounded on the room’s door, and he vented raggedly as Megatron rose to answer it. **_Nooo, no! Please don’t let Knockout suffer for my weakness! PLEASE! I am SORRY! PLEASE!?_**

Megatron looked down at him, his optics glowing madly, “I have a theory growing in my processor, and I wish to prove its validity. So, let’s explore that together, shall we?”  

He chuckled darkly before opening the door to reveal a frustrated, yet equally concerned looking Knockout. Megatron smiled wickedly at the smaller mech, “Knockout, so glad you could join us.”

Knockout blanched as he noticed his master’s bleeding faceplates. **_Oh Optimus, what fire did you stoke this time?_**  

The medic had only just returned to the ship when he got the odd comm from his Lord, and his spark had grown cold at the gentle invitation instantly knowing something was terribly wrong. He fought back his panic as he ran to his med bay as quickly as he could, gathering any supplies he could find before dashing off towards the monster’s quarters.

Not only had Megatron’s call frightened him, but that Optimus was already out of stasis, that should have been damn near impossible. **_Unless I got the dosage wrong, he is a big mech, but still…_**

Perhaps he had gotten the amount wrong, _or_ the bastard could have awoken the mech in some other wretchedly painful way. Enough of a shock to one’s system could definitely override the drug, so that then begged the question…   ** _Just what the frag had Megatron done to the Prime to pull him out?_**

Knockout shook his helm, glancing up at his leader’s wild optics nervously. He knew that look in his Lord’s optics and terror fleeted through his spark as he searched behind the mech, desperately looking for Optimus. “My Lord? You said I was required?”

Megatron nodded his smile wide and eerily welcoming, “Yes. Please, come in.”

Knockout shuddered at the strange and far too kind welcome as he entered. At first he was surprised when he couldn’t see the Prime in the dimly lit room, not until he spotted the dim blue optics of some new mech hanging where Optimus should have been, a new mech that looked vaguely familiar…

“Primus… O-Optimus?” He vented out, his optics growing wide as he stared down at what had become of the larger mech.

The Prime no longer shined with his signature red and blue plating, all of it apparently having been agonizingly washed away by acid, Knockout realized horrifically, as he noticed much of the remaining grey and black plating was covered in burns. The medic’s tanks rolled as he saw his sick Lord had not stopped his mutilations of Optimus’s frame there. As his optics continued to sweep along the Prime they took note of the long jagged claw marks on Optimus’s shoulders, and the terrible wound that ran from above his right optic all the way down his beautiful faceplates. **_Optimus… Look at what he has done to you. I am so sorry…_**

Optimus keened as he looked up at the shocked medic desperately, “Knockout, forgive me…” He said brokenly, confusing the medic until Megatron placed a heavy servo upon his shoulder.

“It would seem, Knockout, that the Prime needs some inspiration before we begin tonight’s activities.” Megatron’s servos tightened on Knockout’s shoulder painfully, and Knockout whimpered.

“DO NOT TOUCH HIM!” Optimus screamed out, his frame pulling against his chains as he seethed.

Knockout’s optics widened as he watched the ruined Prime roar and flail against his chains. To see Optimus so upset terrified him more than Megatron’s peacefulness. “My Lord, I don’t… I don’t understand.”

Megatron chuckled, his servo slowly moving to grasp Knockout’s throat. “You see, I am getting the distinct impression that our guest has a bit of a soft spot for you, Knockout. I suspect he may even have feelings for you.” The warlord chuckled, but there was no humor in his laugh, just deep twisted jealously. “Isn’t that just, beautiful?”

The medic’s optics bulged at his Lord’s words, and the weight they held. **_What? Why… Why would he say…_**

“Megatron, STOP! I don’t! Just leave him be! Please! I will be good! Just don’t hurt him, please!?” Optimus pleaded, his rage turning to desperation when Megatron’s servo tightened.

As Knockout began to struggle to vent, and as his frame was lifted from the floor Optimus howled out raggedly. “NOOOO! Don’t hurt HIM! I BEG YOU! PLEEEASE!?”

“Am I RIGHT, PRIME!?” Megatron roared out as the medic struggled in his servo. “DO you have feelings for this MECH!? DO YOU!?

Optimus sobbed, his frame pulling against his chains so roughly energon bled from his raw plating. “NO! NO, Megatron! Please, I just don’t want anyone hurt because of me. Please… He is nothing! There is only you, Megatron! ONLY YOU! Please, PLEASE TAKE ME! I… I…” Optimus swallowed his pride, checked his honor, and focused solely on the pain filled optics of the poor struggling medic before him. “Megatron! I want YOU! Please, _take me_!”

Knockout’s vision began to swim, and his audials ring as his energon continued to not be able to reach his processor. **_Noooo, O-Optimus… S-stop…_**

The warlord snarled at the bound mech, “ _You_ are a terrible liar, Optimus.”

Panic filled Optimus’s spark as he saw Knockout’s optics begin to rollback. **_What can I do!? What can I say to convince him!? He will KILL HIM! I have to… I HAVE TO DO SOMETHING!_**

“Megatron, please! I’ll DO ANYTHING! Anything you want! PLE…” Optimus pleaded.

Megatron smiled, his jagged denta shinning in the dull light of the room as he glared down at the begging Prime. “Call me Master, Prime. Beg your Master to spare this wretche’s life.”

Optimus lowered his helm, his vents wild as he stared at the floor, “Please Master, spare his life.” He said sullenly.

“WHAT WAS THAT PET!?” Megatron screamed out. “Look at me when you are talking, PET.”

The bound mech sighed brokenly, bringing his ruined faceplates up to Megatron. “Please Master, spare his life?”

Megatron’s engine revved as he loosened his grip on the medic’s throat, and Knockout vented raggedly as energon began to work it way back up to his processor. **_Arrrrgh… What… What is happening?_** Now that he could think slightly, and the ringing had eased in his audials, Knockout looked down at Optimus in confusion. **_What has happened, what did I miss!?_**

He was suddenly thrown against the berth room’s door, his frame clattering to the floor painfully as Megatron strode over to the hanging Prime.

“Open your intake, _Prime._ ” The warlord said darkly, his spike panel falling away as his huge dripping spike fell out.

Optimus’s optics fleeted over to Knockout, first to make sure the smaller mech was ok, and secondly wishing the medic wasn’t there.

Megatron smiled as he watched Optimus look over at the red mech. “Please me well, and I will let him leave.”

Optimus turned towards the larger mech, desperately trying to ignore Knockout’s presence as he forced his intake open. **_Just do it. Get it over with… Think of those that won’t have to suffer this if I just… Why, why didn’t I destroy this monster when I had the chance?_**

As Megatron gripped the back of his helm, the silver gently rubbed his digits along Optimus’s audio finials causing the smaller mech to shiver unconsciously. “Good boy.” Megatron said softly, his smile growing madly before he _slammed_ his hips forwards, his spike impaling the smaller mech’s intake all the way down until it slipped past the tight ring in the back, and entered the Prime’s throat.

“MMMMMMMMHHHHH!” Optimus optics bulged as he instantly began to choke on the thick appendage, his optics bleeding coolant as he tried to move his helm back, but Megatron held him firmly.

“OOOOOOHHHH!” The warlord moaned raggedly as he worked his hips against the struggling mech’s faceplates. “Frag, I have missed this intake.”

Knockout laid by the door frozen, his optics wide and spark just shattering as he watched Optimus being used. **_NO! No, please! STOP!_**

Optimus shuttered his optics, desperate to vent when Megatron caressed his helm once more. “Look at me and I will pull back.”

His optics flew open, and he looked pleadingly up to Megatron’s blazing red ones.

“Oh, Optimus. Just look at you.” The warlord sighed softly as he pulled back and allowed the smaller mech to finally vent, and cough. “Now, suck it. If you bite me, I will tear him apart. Got it?”

Optimus nodded pathetically as he began to move his helm, his movements odd and unsure.

“ARRRGH, I forgot you have never done this,” Megatron growled out as he began to lead Optimus’s helm, “Use your glossa, rub it against…. Ahhhhh, yesss. Like that, unnnnn. Good boy!”

As Megatron led Optimus’s helm the broken Prime did as he was told, slowly moving his glossa across the gigantic spike, and keeping his optics only on Megatron’s. **_Just do what he wants, do what he wants and he won’t hurt Knockout! It is my fault, all my fault, I DID THIS BY BEING TOO MUCH OF A COWARD! I DESERVE THIS!_**

Megatron was loving this, to see the once mighty Prime chained, on his knees, and his plump lips wrapped around his spike, it was almost enough to overload right there. The fallen Prime wasn’t very good at taking a spike, but he would learn, he would learn exactly how to please his Master.

The silver mech heard a sob come from the other side of the room and he looked over to see Knockout huddled against the door, his servos covering his intake as he cried. **_Good, fragger deserves this. They both do! No one will ever have Optimus, he is MINE!_**

He rubbed Optimus’s bobbing helm as he continued to stare directly at the huddled medic. “You are lucky I am even sparing my time to give you the gift of intimacy, Prime. No one wants you, has ever wanted you, and who would now? Look at what you have become. You aren’t a Prime now, now you are just an ugly, broken _whore,_ a _pet_. Who could ever love that?” Megatron said, delighting in how Knockout keened and shied away from his blazing optics.

The medic was terrified, terrified if he did something or said something he would make things so much worse for Optimus. He didn’t know what to do! Who was he compared to Megatron, and the mech’s fury!? So he sat there, his spark in pieces, and optics bleeding coolant as he watched his Lord tear the Prime apart.

Optimus flinched at Megatron’s words as he forced himself to continue his filthy deed. **_Focus, just get this done, don’t think about Knockout, don’t think about Megatron’s words, don’t think about anything!_**

“No one has ever loved you, Prime. No one. What do you think that says about you? Even I had Orion, but you…” Megatron smiled down at the Prime, his spark glowing as he saw hurt filter through the smaller mech’s optics. “Do you even know what love is? Honestly, how could you? You don’t even know how to interface! All you have ever been is a Prime, and now even that has been taken from you… You are nothing. Nothing but an unloved, ugly, broken, disgusting whore.”

Optimus tried to not listen to the silver mech’s words, he tried to push them away, but he had to admit, Megatron was right. He never had experienced love. He didn’t know what it felt like, and now the closest thing he would ever experience intimately with another bot, even on a physically intimate level was… Was with…

A sob escaped from him unwittingly, the sound of it muffled around Megatron’s spike as he shuttered his optics, desperately willing everything to just _go away_.

“You couldn’t even kill me today, Prime. You had a chance that your mech’s, your followers have _died_ for for eons, and still you _couldn’t_ do it.” Megatron’s voice was quiet, gentle almost as he pumped his hips back and forth against the smaller mech’s tear filled faceplates. He didn’t care that the Prime wasn’t looking at him, or even trying to please him, for the look of shame and despair on Optimus’s faceplates were more than enough to make his spike throb.

 He turned back to Knockout, “You were almost freed of me today, Knockout. Did you know that? Every mech almost was. He had me, he had me at his mercy, and I was moments from death… Of course, that was until he fell to his cowardice, and couldn’t finish the job.”

That was it, that was what made him crumble. With a wretched keen Optimus’s head fell, Megatron’s spike slipping from his lips as he hung from his chains and broke down at last. His frame hitched, and shook as he sobbed, “I’m sorry, I am soooo sorry!” He moaned out, his venting ragged and broken as he begged for forgiveness, not just from Knockout, but from every mech he had cursed in not being able to finally end the demon that was Megatron.

Knockout didn’t know what to say, what to think as he stared openly at Optimus’s sobbing form. **_He had a chance to kill Megatron? We, we could have all been freed? Why, why didn’t he…_**

Megatron smiled, moving behind Optimus as gently rubbed the mech’s back. “Knockout, you are free to leave.”

 ** _Leave? What… Optimus, NO!_** Knockout felt his world crumble as he watched Megatron kneel behind the Prime’s heaving frame. **_NO! How, how can I leave him like this! Optimus, it’s ok, we, we can find another way, it’s…_**

The warlord continued to pet Optimus as he cooed at the smaller mech. “Do not worry Optimus, I will help you. Soon you will forget all about how you failed everyone. I promise, after tonight, you will have far more to focus on.” Megatron said lustfully before opening the Prime’s valve panel and _slamming_ his huge girth into the Prime.

“ARRRRRRGH!” Optimus screamed, his helm flying back, and frame jerking as it was pounded into.  

The medic stood pulling his trembling frame up slowly as he fought with himself. **_I can’t leave him! He… HE IS BREAKING! What do I do!? What can I DO!?_** “Optimu…” Knockout started weakly, unsure what to say.

“GOOOO! JUST GOOO!” Optimus screamed out harshly, crying out as Megatron pulled along the chain that held his collar, and his helm was pulled back painfully.

Knockout shook harder, tears falling freely as he stood there frozen. “I…”

“GET OOOOUUUUT!” Optimus screamed raggedly, his blue optics blazing at the frozen medic furiously.

Knockout nodded, fear, and confusion filling his spark as he stumbled out of his Master’s quarters, the silver door closing behind him suddenly blocking the awful, wet, pain filled sounds, and everything suddenly seemed so quiet around him.

**_What the frag…. WHAT THE FRAG!? What just happened? What did I just… WHAT DID I LEAVE HIM TO!?_ **

The sound of the door locking before him seemed to bring him out of his frozen terror, and the chaos of everything   that had occurred fell upon him at once. **_Optimus… he has feelings for me, and Megatron knows!? Optimus could have killed Megatron, and he didn’t!? What… WHAT!? Megatron will use me… He will use me to help him destroy OPTIMUS!?_**

Knockout sobbed, his fists unwittingly banging on the door before him as he heard the Prime scream out beyond the door. **_NOOOO! No! What did I do!? How, how can I stop this!?_**

He cried out as he slumped against the door, his servos clawing weakly at the metal before him. **_Why, Optimus!? Why feel anything for ME!? You idiot! I am nothing. I AM NOTHING COMPARED TO YOU! And now, and now I am going to COST YOU EVERYTHING!_**

“Save yourself, Pri… Optimus. I know this pain, far more than you. Save yourself.” The medic moaned as he listened to the broken moans and cries that came from the door in front of him.

**_Primus… Fraggin, destroy him!  Help us… Help us DESTROY HIIIIM! Destroy MEGATRON! If Optimus is too noble to do it, then give me that strength!? I WILL BE THE ONE! Just, help me find the strength, the bravery to do so…_ **

A scream was heard, and evil laughter sounded from beyond the wicked grey door, and Knockout felt his spark shatter a little more. He lowered his aching helm against the doors’ cool surface, hating how it separated him from the one mech that, that meant more to him than _he_ even meant to himself, and Knockout felt a sense of helplessness fill his spark.

**_Optimus…_ **


	6. Rifts in Identity

**Notes for the Chapter:**

> HEY! So I have been doing this thing recently where I do 2 chapters in a particular story in a row. Honestly it helps keep the flow better, especially emotionally, I think. Anywho, I wanted to wait to post this because I have an art piece planned for it buuuut... I needed to get this OUT. SO, this chapter is HEAVY, and dark... at times. Heavy in interfacing, angst, insanity, and then, the end... I needed a smile.  
> I wrote the last part, and added it to this chapter cause damnit, I needed a break from the weight of EVERYTHING ELSE! Well... you will see. Sigh. So, trigger warnings abound, it was hard to write this, and it may seem confusing, but there is a reason for it.  
> For anyone that doesn't want to delve into the darkness in this chapter, I will put a small summary of the important stuff that happens in with my next chapter. SO ANYWAYS! Enjoy? Oh and sorry for errors. Next chapter WILL be ART! Will it be good, or nightmarish... WHO KNOWS!? Ok... enjoy... maybe?

Megatron ravaged the Prime, fury and jealousy digging deep into his spark as he rode him. He knew Optimus lied to him, HE LIED! Not  _only_  did he lie, but that he felt _anything_  for  _ANY_ other mech…  _ **I will teach him, I will rip him apart so completely that he will see none but me!**_

“He doesn’t want you, Prime. No one wants you,  _but me_!” He hissed out as his spike continued to slam into the mech’s dry port.

Optimus cried out as he felt his calipers stretch wretchedly in his abused valve. He was fairly certain that some of them had snapped, and there was a constant ache deep within him now.

For all the pain he found himself in, he was at least grateful Knockout was gone, that the red mech was free, for the night at least.  _ **I don’t have feelings for him, I don’t even know what that would mean and now he will suffer for…**_ A strange and yet wholly realistic realization over came him suddenly.  ** _If, if_** _ **I don’t know what love is, what it means… Do I...**_

He cried out as Megatron ripped into him once more, adding to the hazy storm that seemed to haunt him since he woke in the wash room.  ** _Something is wrong with me, beyond failing so wretchedly to let Megatron... Arrrgh..._**

**_Was I WRONG!?_ **

Even as he remembered all the atrocities Megatron had done, and was doing... He had been taught to fight for the good in all Cybertronians. He had been taught that, that within each mech there also lies the capacity for change, if only given the chance! He did what he should have as a Prime, DIDN'T HE!?

He shook his helm as the chaos of all that had occurred that day made his helm glitch painfully. Megatron continued his verbal,  and physical abuses as Optimus desperately focused on simply venting.  ** _I am not a failed Prime, I am not a failure! I have done what I was taught, and what was... What was r-right... Right in my deci... In my..._**

Optimus sobbed, his jerking frame slumping as he continued to fall into that wretched pit of shame and despair. It almost seemed with every inch he fell, another piece of him was taken, and he wondered who was doing more damage to his spark,  Megatron, or himself? _ **Primus… Primus I am sorry, so sorry… I should have killed him! I AM SUCH A COWARD!**_

Megatron grunted as he ran his servos along the smaller mech’s hips, gently slipping them across the burn marks before continuing his degrading remarks. “Breakdown was so much stronger than you. He did what he  _had_  to, who are you compared to that? You think Knockout would ever choose a mech like you over what he had?”

The Prime vented raggedly, tears falling down his faceplates as Megatron took him. His spark ached so terribly from his earlier failure,  and his fear of feeling for a mech even though he didn't know how to... If only he could have a moment of peace, a moment of comfort to look at everything.

If only Megatron would leave him be long enough to THINK! "I hate you. I hate you so much.” He whimpered out brokenly.

Megatron laughed, his helm lowering as he ceased his thrusts for a moment. “The feeling is mutual,  _Pet._ ” With that he brought his two servos under the Prime’s chassis, and gripped the top of mech’s windshields, and Optimus felt his spark jolt fearfully.

“But, I am going to remake you, Pet..." The silver mech continued, licking at the back of the Prime's neck as his grip tightened across delicate glass plates he held. "I will mold you into my perfect creation, let every mech see you for what you truly are, and always has been, absolutely  _nothing!_ ”

Megatron roared as he pulled downwards, and Optimus screamed out as the metal began to crumple. The glass on his windshields splintered before finally shattering from the stress.

As the glass and metal crumbled from his chest, each bloody shard clattering against the floor with an eerily bell like tinkle, Optimus felt his frame shake in fear, and agony. “ARRRRRRGH, STOP PLEASE! Please Megatron… Please… I can’t…”

Megatron ripped the broken remnants of the smaller mech's windshields away with a primal cry, his spike throbbing within the tight port it was settled in as he reveled delightfully  in the continued destruction of the Prime beneath his servos. 

The warlord paused though, as he noticed the way Optimus asked for a moment of peace. The smaller mech's voice bled with desperation, and the  weakness he showed resonated within the larger mech. “It is Master now, Prime.” He said gently

Optimus sobbed harder his hazy, guilt ridden processor running so much slower than he needed it to, “Please Master… Please s-stop hurting me…”

Everything burned around the Prime now; his frame from the acid, his helm and shoulders from the chains that held him, his chest plates, but above all was the guilt that had seeded itself deep within his spark. That fire burned most of all and its savage burn was consuming him.

Megatron growled, his fury, and jealously from before still sparking in his mind, yet as Optimus hung his helm in defeat, and despair he eased his thrusts, and reminded himself of his plan.  _ **I have to destroy him slowly, give him a sense of security, make him come to ME willingly.**_

Megatron suddenly pulled himself out of Optimus’s bleeding port, the smaller mech gasping in pain as he did so. He stood then and made his way over to his energon cabinet. He opened it and pulled out a few cubes, downing one quickly before taking two over to the silent Prime.

“Here, it is high-grade.” Megatron said quietly as he couched before the hanging mech. “It will help with the pain.”

Optimus raised his helm weakly, looking from the cubes to Megatron with dim, pain ridden optics. “W-why would you care?” He grated out, energon dripping from his chest plates as he glared at the warlord hatefully.

“Because I want you to overload.” Megatron said honestly with a shrug. “It will be easier to do so once you are intoxicated.”

Optimus blinked at him, confusion and open disgust in his optics. He shook his helm, as he laughed bitterly, “You are insane.”

Megatron’s optics narrowed but he forced himself to remain calm, “Fine, if you don’t want the help, then when you do overload, which  _you will_  I assure you, you will knowing that it was because  _you_   let yourself find release under my servos. Just you.”

Optimus growled at him, the haze that seemed to infect his mind clearing just for a moment as rage helped him focus. “You are sick, Megatron. You are sick, and I should have  _never_  let you live.”

The warlord laughed, his helm falling back as he did so. “Ohhhh, Prime. Any sickness you may find in my spark, you have yourself to thank for that as well.” He lowered his helm then, his laughter cutting off just as quickly as it started as he stared deeply into Optimus’s optics. “You took my  _life_  from  _me,_ my only reason for  _living,_ my  _love._ ” His voice shook and he spoke, its sounds struggling through the tightness in his throat, and the rage in his spark. “You don’t know the true weight of that sin, but you will, you will.”

Megatron sighed then, his frame relaxing and optics softening as he looked over Optimus’s frame. “But, enough about me, let’s talk about what is in store for you, Pet. You think you feel battered, broken, and despairing now, but this is merely the beginning. What I will do to you will take over all of those emotions, and you will fall before me. It may be unwittingly at first, but slowly you will come to yearn for it. You will long for my gentle touches, as well as the pain I give you, especially the pain, because deep down, you  _know_  you deserve that pain,” Megatron looked down into Optimus’s now bulging optics and he smiled kindly. “You do, don’t you, Optimus? For every frame that has fallen under your command, for the comrades you have led to their deaths, for the world you could not save, for never having the iron to do what you need to do to end this war, for not killing me. You deserve to be punished.”

Optimus stared up at the larger mech, his spark hammering in his chassis as Megatron placed one of the cubes down, and with that servo gently gripped his chin. “If you had never taken Orion from me, if you had never existed, this war would have never happened. Cybertron would still be functioning, all of your comrades would still be alive, and there would be peace.” Megatron said softly, his thumb lightly running along the smaller mech’s jaw.

The Prime growled fighting to ignore what the other mech was saying, but hadn’t he said something similar to Knockout just that morning? That, were it not for him, Megatron wouldn’t have destroyed so very much?

He groaned as a dark sliver of doubt and self-loathing slithered into his spark.  ** _No! No, it is not my fault! I didn't do this, HE did. I can't let him get into my helm like that!_** “Arrrrgh, you chose to destroy the world, Megatron! YOU have chosen every evil that you have done, NOT ME!”

Megatron smiled sadly down at him, “And once again, YOU then chose to spare my evil spark. So even there, the path comes around full circle, back to you.”

“I…” Optimus fought to find a rebuttal, something to deny the monster his words, but what could he truly say? He did believe every mech was responsible for their choices, but that also meant he needed to face his own as well. Perhaps he was not completely to blame, but he was the Prime, he was supposed to be the hope of others, the example, he was supposed to KNOW what to do…

Coolant began to fill his optics, and he had to look away from the other mech as he tried to collect himself. His spark and processor were screaming at him as they had before, and it was even more difficult to work through it all because of that cursed haze that clouded his mind.   _ **It is not all your fault, it isn’t, but… NO! He is the monster here! So, why didn’t I kill him? Arrrgh, I didn’t want to fall to his levels! SO now he will just survive to continue on with his destruction, is that better? NO! Of course it isn’t, but to murder… Ahh, why, why can I not think straight? Everything hurts so much, and I feel so weak.**_

Megatron smiled while he watched the Prime’s optics flicker as he warred with himself. He could feel the Prime’s field pulsing with shame, and anger, the smaller mech so consumed by his own thoughts that he had forgotten to keep it tight and hidden.

He began rubbing the smaller mech’s shoulders, and Optimus flinched from the touch, his optics blazing up at the larger mech with a growl. Megatron merely smiled patiently down at the struggling Prime and continued to rub.

Optimus glared at him a moment longer before turning his helm away once more losing himself in his internal chaos. Megatron rubbed along the mech’s knotted cables making sure to work his strong servos in deep, massaging under each plate until he could feel the tender protoform soften, and relax underneath his digits.

The war that was waging in the Prime’s now aching helm began to drift to a new war as he grew more aware of how good Megatron’s servo felt against his sensitive frame.  _ **One moment he is ripping me apart and the next he is massaging me? He is playing with me. Making me doubt myself! I cannot give up, I… I made a mistake today, but I can rectify it. I surprised him once, I can do it again. I can! I will n-not make that… uhhh, m-mistake…**_

A moan suddenly erupted from his vocalizer as Megatron rubbed a particular spot along the back of his neck, “Unnnnnn…”

As the Prime’s optics widened Megatron chuckled quietly. “Do you like that, my ugly Pet?”

Optimus snarled, his helm swinging so that he could glare at the larger mech furiously, but Megatron only laughed harder. “I told you, Prime. I know this frame better than you.”

The Prime shook his helm, trying to dislodge the servo that caressed his neck so wonderfully, and the warlord obliged him. “Between Orion and you, I have learned everything I need to about this frame. Places that make you howl in agony, as well as those that make you howl in ecstasy.”

Megatron’s smile widened as he placed the last cube down in front of the Prime before moving towards the back of the mech. "Every little secret place. I know them all. Orion was a very open lover, and he allowed me to explore every plate, seam, port... Ohhh, the sounds I could pull from his vocalizer." The warlord chuckled bitterly. "Not unlike the sounds you made the other day."

He stopped beside the Prime, one of his servos reaching out to the Prime's side when he worked his digits under the smaller mech's side plating and pressed against a hidden grouping of particularly sensitive cables. 

"Ahhhh..." Optimus groaned as pleasure bloomed from where Megatron was touching him, his helm lowered as he instantly felt awful for calling out. 

Megatron merely chuckled some more. "Orion used to love when I held him there when he rode me." He smiled as he dragged his servo further down along the smaller mech's plating, continuing his path until he was standing behind the Prime. 

Optimus started at that, his frame trying to pull away as Megatron knelt behind him. His valve hurt wretchedly, and he truly didn’t want it to suffer anymore abu…

“UHHHHHHH!” He cried out as Megatron’s glossa ran up the side of his hip, his frame shivering traitorously at the sensation. His plating was already so sensitive because of the acid wash, and now to feel that gloriously wet glossa slid along his pain ridden plates…

Megatron chuckled as he repeated his ministrations on the other side as well, only this time Optimus forced himself to remain silent. The warlord kept going back and forth over the smaller mech’s hips joints, his glossa sliding deep into the delicate seams, and along the back of the plating.

He enjoyed feeling the Prime shivering under his tongue, amused at how the stubborn mech fought to stay silent. As he continued though, that wonderfully sweet scent of arousal began to fill Megatron’s olfactory sensor and he groaned lustfully when he heard a drip of something hit the floor.

Pulling his helm back he smiled to find Optimus’s open port was beginning to leak, and one luscious pearl of lubricant was settled right on the mech’s swelling anterior node.  _ **Arrrgh, gods. That is beautiful.**_ Megatron thought feverishly as he dipped his helm lower, and gently lapped at the dew.

“UUUUUHHHHH!” A ragged cry erupted from Optimus’s intake and his engine roared to life as pure ecstasy rippled through his lower chassis. His helm lifted as his hips unwittingly pushed back against Megatron’s faceplates.

“You are delicious, Prime.” Megatron said huskily before pushing his helm forwards as he began to devour the writhing mech’s port.

Optimus hated himself, hated how easily his frame crumbled under Megatron’s touches, but ohhh, after being in so much wretched pain, to feel this soft, wet glossa slip along his valve it was maddening. He hadn’t even known mechs did this! Touch their mouths to another’s interfacing port, like this!? Did others do this, or was it just Megatron, and why did it feel so terribly good?

“Uhhhh, Me-Megatron…” The Prime moaned out brokenly, his vents quickening as the larger mech sucked at his now sopping tunnel. He tried to tell himself to pull away, to kick at the larger mech, but as he tensed, readying to pull away or try and attack, that wondrous glossa suddenly slipped inside him with a wet slurp.

“OOOOH, GODS!” Optimus heaved, his frame shivering wildly as he listened to the lewd wet sounds that were coming from behind him. The glossa inside him went deeper, twisting in what seemed like impossible ways, and pressing against those hidden clusters roughly. “Uhhhh, uhhhh, please… Please stop.” He begged, battling with the shame, and consuming need that filled his frame and clouded processor.

Megatron ignored his pleas, of course, and only pushed his helm deeper between Optimus’s thighs. He moved his glossa in and out of the whimpering mech, dragging every drop of that delicious lubricant into his intake as he greedily drank from the mighty Prime.

Optimus felt that wretchedly wonderful charge began to grow in his lower chassis, and he felt awful for it. His port crackled slightly, gently stinging along Megatron’s invading glossa and the warlord smiled knowing how close his prize was to overload.

The silver mech lifted his servo, his thumb extending before he placed it right over the smaller mech’s anterior node, and rubbed the plump cluster gently.

“AHHHHHH, oh Primus! Unnn, please, please… I don’t arrgh, gods, I don’t want…” Optimus felt coolant form in his optics, his self-loathing growing immeasurably as he tried to deny he wanted what was happening to him. He truly didn’t, not from Megatron, not from the monster that had hurt so many, but his frame, his frame was begging for it.

The silver mech’s helm began to dig in deep once more, his glossa pumping in and out of the soaking port, filling the air with those lusciously wet slurping sounds, and his digit rubbing along the heated node roughly.

Optimus’s vents were ragged now, his frame unconsciously rolling against the faceplates buried so deep between his thighs as he shook his helm furiously.

“Unnnnn, unnnn, please, please…” At this point he wasn’t sure if he was pleading for the larger mech to stop, or if he was begging him for more. Everything was dissolving around him, reality disappearing into only what was building in his frame, and he both loathed it, and  _longed_  for its release.

 _ **Arrrrgh, what, what am I becoming!? Why does it feel so good! I don’t want this, not from him! But, but… Uhhhh, it is incredible!**_   All of the pain from the day, the disappointments, the regrets were washed away as his charge grew, his frame crackling and sparking from its energy.  It was coming, his overload was coming, and it felt far more powerful than the last time.

The Prime felt his processor begin to glitch and his vision began to tunnel almost as he rutted against the larger mech. He was losing control of himself, and he had no idea why, or how to stop it from happening.  _ **I can’t… I can’t think. How can I control anything when I can’t think? Unnnn… WHAT IS WRONG WITH ME!?**_

Megatron groaned as he drank from the smaller mech, his own processor running away from him as he shuttered his optics and memories of doing this for Orion fleeted through his mind.

He knew Orion would always overload when he did this, and he loved giving that gift to his love. He loved the taste of him, the scent, the sounds of his cries, yes Orion had been in Optimus’s frame at the time, but so much of it was surprisingly familiar to the frame he once possessed it had almost felt natural, felt like nothing had changed.

As Optimus pushed against him as his love had, as he shuddered, and mewled, everything felt so reminiscent of his time with Orion it was hard to find the line between the two realities, and he was falling into the wrong one unknowingly.

_**Ohhh Orion, yes love. Let me give this to you. I love you, I love you so much. Never pain with you, only pleasure. You are the only one to never hurt me. The only one that never ran, that forgave me so many times. I never deserved you, but there you were. Your smile, you beautiful optics, your arms wide and welcoming. You are my home, my spark, my safe place, you are everything to me. I love you!** _

When Optimus called out his name, it just pulled the silver mech deeper into his dreamlike fog, and he opened his ever hidden field to let his love wash over the smaller mech, sighing from its release. It had been so _long_  since he had emitted anything but fury, or hate; to free himself of those binds, and share his comfort, and love… It was perfect, just like Orion.

As Megatron’s field fell over him, Optimus gasped under the blanket of raw euphoria he was suddenly wrapped within, and he felt himself falling into its comforting aura almost as if it were the most natural thing he had ever done.

He was amazed at how different it all felt compared to what he normally felt from the larger mech.  Megatron, when and if he would ever open his overly powerful field, had only ever emitted loathing and disgust. The Prime had felt it a few times, and was always awed by the sheer magnitude of the other mech’s capacity to feel  _so much_. His most recent encounter with the other mech’s field had been when the Matrix’s power was restored to him.

What had erupted from the warlord that night, the fury, despair, and wretched agony had been crippling. It had made the very air seem colder and heavier, it was like a storm of energy had taken over the underground cavern, and all of the Autobots had trembled under its terrible magnificence.

So to feel that level of emotion, only now the complete opposite, to be immersed in the other mech's love, longing, care, hope, desire… It too was crippling, but in a far different way.

“UHHHHHHH, YES MEGATRON! UNNNNN!” Optimus felt lost in under all of the sensations assaulting his frame, his own field opening as he lost control, and it rolled across them both. His heat, his confusion, his need, his fears, mingling within Megatron’s field, and he cried out as he felt sorrow come from the larger mech, almost as if Megatron were trying to console him.

Tears filled his optics as he reveled in the care and concern of the larger mech’s field, and he moaned raggedly as he pressed his hips back further. His growing charge was coming all the faster now that he felt so loved, and safe. He knew this field well somewhere deep within himself, he knew this love, this safety, and he longed for its return…

“Yes, yes, please, please! Megatron, don’t stop, uhhhh PLEASE!” He vented rapidly, his frame shaking wonderfully, the heat growing to agonizing levels.

Megatron increased his pace, his glossa slurping in and out as Orion’s juices dripped from his chin, and his thumb rubbing harder against the sensitive node. Orion’s port sparked as his charge built higher and higher, and Megatron felt his spark glow as he pleased his lover. He didn’t know why Orion’s field had felt so lost at first, but he would take that pain away, always.  ** _You are safe, my love. Do not fear... Never with me._**

Megatron suddenly lifted his other servo, and slipped his digits deep into Orion's hip joint, rubbing at the seams as he lapped at his lover's soaking valve, and pressed his thumb down hard against his swollen node.  ** _Overload for me love..._**

It was then a deep hidden wall cracked within the Prime. The sensations, pressure, sucking, and glorious field that held him, the Prime shattered under it all, and  _screamed_  in his magnificent release.

“UHHHH, UHHH, Yes, YESSS. I… It’s coming! OHHHH, YEESSSSSS! MEGATRONUS!” Optimus’s optics blazed as white light overtook them, his frame arching high, and charge ripping through his frame like lighting as he finally overloaded. “AAAAAAAHHHHHH! YEEEESSSSS!”

As Orion screamed his designation, the silver mech pressed his faceplates so hard against his mate’s frame it ached and he sucked at the sweet nectar that poured from the smaller mech valve like a mad mech. He drank it all, delighting in the cracks of electricity that stung him from the intensity of Orion’s climax.  _ **I have done well, he hasn’t overloaded like this in so long!**_

Optimus’s frame stayed arched as the other mech continued to lap at him, and he felt another powerful jolt of charge burst through his exhausted frame. “UUUUHHHHHHHHH, PRIIIMUS! YEEESSSS!” He jerked wildly against his chains, his optics off-lining for a klik as his processor glitched from the intensity of his second release.

“Uhhhhhh…” He moaned, his frame finally relaxing and he hung limply from the chains as he tried to recover.

Megatron sighed, licking at his lover’s port a few more times before pulling his helm back.  _ **Oh Orion, I love you, I love you so…**_

As he unshuttered his optics, his spark glowing with pleasure and no small amount of pride, he found himself blinking suddenly in surprise and confusion as he looked at the mech before him.  _ **Chains, why is Orion in…**_

Optimus hung there weakly, basking in the aftermath of his two overloads, and the warmth of the strong field around him, but as the room suddenly began to feel oddly cold, and the air heavy, he lifted his helm in confusion.  _ **Wait… What, what happened? Where am…**_

“You MONSTER!” A scream sounded from behind the exhausted Prime, and he vented out fearfully as he tried to get his muddled processor to clear.  _ **What happened!? What is going ON!? I don’t…**_

“AAAARRRRGH!” Pain ripped through Optimus’s frame as he felt two servos reach out along his back and dig in deeply before ripping downwards . “AAAAHHHHHHH!”

“YOU MONSTER! YOU LIAR! Do you think this is a GAME!?” Megatron wailed out, his frame shaking miserably as he ripped into the filthy Prime’s back plates. “YOU think YOU can fool MEEEE!?”

Optimus felt terribly confused, and sated, and in awful pain all at once. He tried to pull away as Megatron’s fisted servo  _slammed_ into his back. “AHHHH, Megatron, please! I don’t underst…. ARRRRGH!”

There was another punch, and another, and another, all the while the warlord screamed at him for lying, for playing with him.  _ **What happened!? I don’t understand… What did I DO!?**_

Megatron vented wildly, his spark thundering within him so violently he was certain it would erupt from his chest. _**HE**_ _ **LIED TO ME! He pretended to be ORION! HE CALLED ME MEGATRONUS! How dare he. HOW DAAAARE HE USE THAT DESIGNATION!** _

“Don’t you EVER call me MEGATRONUS! NEVER! NO one calls me that BUT ORION! You bastard, you disgusting little MAGGOT!”  Megatron’s voice shook the walls as he screamed.

Optimus’s spark was reeling. He had no idea what Megatron was talking about, nor was he certain what had occurred in the last few kliks. He remembered Megatron licking at him, and then, and then it was just a blur of sensations, and…

As another fist slammed into his side, a sob escaped the lost Prime’s intake. “I didn’t! I don’t understand, MEGATRON! Please stop, I don’t…” Everything seemed too big, and nothing made sense. He was terrified and felt strangely lost, like he had been gone, and just now come back to his nightmares.

The warlord seethed as he his knelt there, the madness in his helm was consuming as he stared wildly down at the now bruised and bleeding Prime. He grabbed Optimus’s leash tightly and yanked it back hard, enjoying how the disgusting mech screamed out. “You obviously need to learn that lesson the hard way, pet.” He said darkly as he lined his aching spike up with the Prime’s dripping valve.

Optimus tried to pull away, or kick out, anything but as he was in wretched pain, and so exhausted all he could really do was brace himself as the insane mech behind him threw his hips forward, and impaled him once more.

“UHHHHH!” Optimus cried out. It hurt, but as Megatron had already been in him, and since he was already so shamefully wet, the Prime sobbed harder as pleasure bloomed inside him.  _ **NO! No, please! Don’t let me give him more of myself!**_

Megatron roared as he tore into the smaller mech’s wonderfully tight valve, yet he raged as well.  _ **Arrrrgh, he is so wet, and it is all because he used ME! He played me for a fool! I will teach him, I will teach him the consequences of playing with my spark!**_

He held his Pet’s leash tightly as his other servo lifted before slamming into the center of the smaller mech’s back, reveling how the valve he was fucking tightened at the impact.

“Arrrrgh, please… Megatron, stop…” Optimus started, his frame in agony now. Between the acid burns, the gashes from earlier, and the growing amount of broken plating along his frame, he was dizzy with it all. Not only was the pain making it hard to think, but it was also the damning  _pleasure_. With every thrust, Megatron’s thick spike slid against his already overly sensitive nodes, and he couldn’t get a handle on what he was supposed to feel.  ** _Help me Primus, help me... Something is wrong with me! I don't understand..._**

“I hate you! I haaate you.” Megatron snarled out, dragging his claws down Optimus’s plates and once again he felt the mech’s hidden calipers and gears cycle in, each rippling along his spike in waves.

The warlord laughed darkly as he pumped his hips harder into his prize. “Do you like that, Pet? Do you like when it hurts?” He purred out.

Optimus shook his helm, the haze he found himself in seemingly impossible to clear, “Noooo…” He moaned out, “Nooo, please… I... I don't understand..."

Megatron tilted his helm, a huge smirk on his faceplates until he heard Optimus’s engine suddenly make a terribly grating sound, and he narrowed his optics. “What was that?”

A blaring message raced across Optimus’s HUD suddenly, and he struggled to understand its meaning.  _ **What… Why can’t I think? What does it…**_ The message suddenly cleared from the static and Optimus realized it was a warning for his fuel levels, as they were currently deep in the red zone.

He frowned hazily, wondering why he hadn’t received any message before now, but at least he understood why he couldn’t clear his processor. “F-fuel…” He said weakly, his helm hanging low as Megatron continued thrusting wonderfully inside him.

The warlord scoffed, but then smiled broadly as he stretched his frame out over the smaller mech, and grabbed the cube of high-grade Optimus had refused earlier. He pulled on the leash once more before lifting the cube to Optimus’s intake. “Drink.” He said, and the dizzy mech instantly opened his dermas, much to Megatron’s delight. He gently poured it in quickly grabbing the other one before Optimus closed his dermas, and also feed it to his prize.

“Good boy.” Megatron purred out, rubbing his Pet’s aching plates as he straightened himself and began his thrusts once again.

Optimus’s tanks rumbled appreciatively as the liquid filled them and instantly began breaking the wonderful gift down, working its contents through the mech’s starving fuel lines and through his systems.

Megatron watched as the liquid quickly worked its magic on the starving mech, its effects coming far quicker than normal because the smaller mech's tanks were so empty.  _ **I wonder if he has ever had high-grade? Prude bastard, probably not... This should be entertaining.**_

The Prime moaned as he felt warmth spread through his frame and realized how, slowly, he was beginning to feel so much better! The world didn’t feel so big, and he felt so warm, his shoulders didn’t hurt nearly as much. Everything just felt better, especially when that throbbing spike moved inside him. “Unnnnnn…” He moaned out, pushing back against the large mech behind him.

Megatron laughed wickedly as Optimus began grinding his hips hard against him. “Do you want more of me, Pet?”

Optimus hummed, opening his intake as he moved his hips faster, “Uhhhh, y-yes.”

Lifting his servo Megatron dug a claw deep between Optimus’s shoulders, and slowly began to drag it down. Just as before he felt Optimus’s valve tightened, but now it was without thought and far tighter. The high-grade was obviously tearing the smaller mech’s inhibitions away and leaving him openly welcoming of what his frame desired.

_**Who knew the Prime would enjoy such ferocity? Then again, he  has never known pleasure until me. I suppose with his frame only ever knowing painful sensations before, to have them mixed with intense pleasure… I bet he doesn’t even realize what it is he likes, poor mech would be terribly shamed to find out. Ohhh, what a treat to discover! What else shall I find the deeper I pull you apart, my prize?** _

Megatron’s previous fury still raged, but it fell further back as he began to explore just how far he could push the fallen Prime over the newfound ledge before going too far.

He rubbed the mech’s hips, enjoying how Optimus moaned openly for him, “Good boy, but you need to address me as Master, Pet.” Megatron said huskily.

Optimus growled, he didn’t like being called a pet, “I’mmm noo p-pet.” He slurred out, amazed at how hard it was to talk suddenly.

Megatron frowned, his prize’s frame may be easy to manipulate given its lack of experience, but his mind was another story, apparently even after beatings and high grade.  _ **Fraggin Prime…**_

 “Very well  _Pet_ , if you won’t behave.” The silver mech said suddenly as he pulled his spike out and stood.

Optimus moaned at the lack of contact, his hips rising as he tried to follow the spike upwards. “Unnnn… W-what…” He mumbled, turning his helm to blearily watch as Megatron opened a closet and began rifling through some things. The warlord finally found what he want with a grunt of approval, and carefully filled his arms with his treasures before making his way back over to the dizzy Prime.

He smiled down at Optimus as he grabbed what looked to be a black length of mesh and brought it to the smaller mech's optics. The Prime tried to pull his his helm away, but he could only go so far, and as the warlord wrapped the cloth around him, he shivered fearfully in the dark world he found himself in.

"Did you know, Starscream enjoys pain too, Pet. He hates that he does, but every time I rip into his frame, he cries out longer, and more fiercely than ever." Megatron's voice called to him from somewhere in the room.

Optimus growled, "I donnn... arrrgh..." He groaned as he tried to retort, but everything was working so much slower than it should. He shook his helm trying to clear the fog that settled there when he suddenly heard a  _thwip_  sound, and fire crossed his back plates.

"AAAARRRRGH!" Optimus screamed out, his frame shaking as he heard the sound splitting the air once more before another slash of agony ripped through him. He did feel relieved as he found no pleasure in the wounds, Megatron was wrong! He wasn't some sick mech that...

There was another lash, and flash of fire when suddenly two servos grabbed his hips, and without warning Megatron's thick spike slammed into him. Optimus screamed raggedly as he overloaded instantly, the warlord's laughter echoing off the walls like thunder as his unwanted charge coursed through him.

"Oh, Prime. How truly disgusting you are." Megatron growled out and he slammed his hips into the smaller mech.

Optimus moaned miserably, those terribly abused nodes deep within him singing with each thrust.  ** _Nooo..._**

Megatron pulled his leash back hard, forcing his back to arch painfully as his helm was nearly ripped from his shoulders, and Optimus fought to vent against his collar.

Claws ripped across his plating from Megatron's other servo, and Optimus cried out as pleasure filled him. "UNNNNN, YESSS!" His intake was now hanging open, desperately pulling at the air as his frame continued to overheat from his constrained vents.

The warlord roared as he punched the smaller mech's delicate side plating, and thrust in hard after, Optimus's valve constricting around his spike so tightly he almost overloaded right there. "UUUUGH, GOOD BOY! Pull me in tighter! Your Master likes that!" He repeated the punches, growling as the valve he was in rippled around him over and over again, crackling now as Optimus's charge grew.

Optimus moaned, his vocalizer filled almost entirely with static as he lost himself to what was happening to his frame. No longer was he afraid, or filled with shame, or even aware who was fucking him, everything was pain and pleasure, and his already weakened walls began to crumble inside of him. He didn't want to be a Prime then, he didn't want to think of his failures, of the mechs that fought for him, of how he had let everyone down for eons, of... Knockout...

"ARRRRGH, HURT ME, MASTER! I WANT IT!" Optimus wailed out hoarsely. The pain took it away, and he did deserve to hurt. He  _was NOTHING!_ Nothing but a failed Prime, and awful Autobot, and an unloved wretch of a mech. Megatron was right, and every time the warlord ripped into him, and he screamed for more, the silver mech's point was proven over, and over again. 

Megatron's engine roared as Optimus shattered beneath him.  ** _YES! BREAK DAMNIT! You are MINE!_**

The warlord obliged his ugly Pet, and with each thrust added an element of agony, a slash, a punch, claws, a rip, and the once mighty Prime screamed pleadingly with all of them.

Soon a puddle of energon and lubricant covered the floor beneath the beaten Prime, and Megatron realized how much slower the other mech was moving as he lost more and more of his life giving liquid.  _ **Arrrgh, I suppose I need to end our fun for now. Now fun in fucking an unconscious frame.**_

He dug his claws in deep between Optimus's shoulders, pulling the smaller mech back roughly and slamming his hips in faster and faster as the fallen Prime bellowed under him. "AAARRRRGH, YEESSS! OVERLOAD PET! OVERLOAD FOR YOUR MASTER!"

Optimus howled savagely, static glitching through his abused vocalizer as he did what his Master told him, and released his crackling charge with a roar. "UUU**UUUNNN***NN MAA**SS**STER!" 

Megatron answered back with his own primal roar, his helm falling back as he pumped his hips frantically, riding his prize through his climax until finally thrusting deep and erupting within the rippling port like an animal. "AAARRRRRGH, YOU'RE MIIIINE!" Rope after rope of his thick transfluid emptied out into the Prime's already sopping valve. The liquid poured deep into the smaller mech's port as well as bubbled out around Megatron's spike, slowly plopping down into the mess of lubricant and energon that already lie beneath the two heaving mechs.

Megatron shakily rested against the smaller mech's frame as he recovered, he was exhausted. From the fury that had filled him earlier, his beatings of the Prime, to his incredibly satisfying overload, he was done but, he couldn't help but smile.  ** _He fell... He fell so beautifully._**

When Megatron felt the frame beneath him begin to shudder, and hitch his smile grew wider and he lifted himself slowly, rubbing his Pet's broken plating lovingly as he did so. His attention's were apparently unwanted though as Optimus began to sob harder. "Ohhh, don't be like that. It wasn't all that bad, Pet. You must have overloaded, what, three times tonight? No, four? You should be pleased." Megatron purred out, before pulling his flaccid spike from the crying mech, delighting in the amount of transfluid that poured out, adding to their wonderful puddle.

Suddenly Megatron laughed wickedly, "What is Knockout going to think of you when he sees you like this?" 

Optimus bellowed, "NOO... Please Me... Master. Dun... Don't bring himm h-here!" He lifted his crying helm, his optics blazing as he pleaded with Megatron. 

The warlord tsked as he moved to crouch in front of his prize. "But a good Master takes care of his things, and you have a lot of injuries." He said kindly, yet his jagged smile just made his words seem all the more cruel.

"Noooo... Pleeeease!? Havenn... HAVENN YOU DUNN ENOUGH!?" Optimus screamed out, his rage over taking his despair and he pulled against his chains wildly. "HAAAATE, HAAATE YOOOOUUU! HAAAAT..."

Megatron growled at his Pet's drunken rage, "Calm down,  _PET!_ Calm down or I will..."

"ARRRRRRRRRRGH!" The furious Prime didn't seem to care, or hear him as he continued to pull against his bindings, his wrist's plating splitting under the stress and more energon pouring from his frame.

Megatron growled backing away from the mad mech as he privately commed the medic.  **:Knockout, report to my quarters immediately. Bring a stasis inducer.:**

Amazingly enough he heard his comm buzz immediately, but as he answered it, he frowned when Starscream's voice filled his audials.  **:Master, it would seem the Autobots have come out of hiding, and they have attacked our Eastern mines.:**

The warlord roared, Optimus's screams making it hard to think.  **:Arrrgh, can you not handle this, Starscream!?:**

**:I would of course, my illustrious leader, but they seem to have contacted Ultra Magnus given their Prime's disappearance. Against a mech of his stature...:**

**:ARRRRGH, FINE!:**

"DAAAMNIT!" Megatron screamed as he kicked the raging Prime in the faceplates, "SHUUUUT UP!" It seemed his kick helped quiet the other mech, for the moment anyways, and Megatron fought with what to do. He didn't like the medic being anywhere near his prize, but he had no choice.

"Fuck it." He growled out before stomping over to his door. He would have to deal with this  _love_  debacle later. If Magnus was on Earth he now had far more trouble to deal with than he wanted to admit. The mech was no Prime, but he was no pushover.

He smirked though as he quietly opened the door and left. The Prime would have no idea what had happened, and Knockout would still get an optic full when he entered sooo, in some small way he was still getting what he wanted.  ** _Good let them see what happens when I am defied. Let Knockout see what has become of the Prime, and let Optimus crumble under what I have made of him._**

As the warlord walked towards the ground bridge he felt his smile widening as he imagined the two mech's faceplates when they saw one another, and their imagined horror filled his spark with light.

**_If only I could witness it myself. Oh well, there shall be plenty of time for that later... He still has a long way to go before he breaks completely._ **

……………….

Knockout had pulled himself from that wretched door eventually, his spark unable to listen to the screams any longer as he dragged his frame up, and walked miserably back to the safety of his clinic.

At first he had just settled heavily into the chair at his desk, his dim optics staring at the wall numbly. He wanted to be numb, to feel nothing, and as the wondrous blanket of apathy began coiling around his spark, he almost let it consume him, that was, until his optics fell over that strange part that now adorned his desk top.

He frowned at it, trying to work through his misery to remember why he had such a… **_Holy frag, WHAT AM I DOING!?_** He shook his helm, pushing his doubts away as he set his dermas. **_I can’t do that DAMNIT! Optimus is still around to save, he isn’t GONE! He needs me!_**

Chastising himself for almost falling into that pit once more, the tired medic began to work on the joint feverishly. He may not be able to currently save the Prime, but he could at least help him in other ways.

A couple breems passed when finally, he finished his work. Smiling grimly, he placed the joint down and forced his aching frame up before making it over to the wash racks. It was about time to get this grit off of him, and heal himself. He would be no use to any mech if he couldn’t function properly.

Another breem passed, but he was so busy with tending to all of his responsibilities he blissfully didn’t get a chance to think of what was happening to Optimus. That all changed when Megatron had commed him suddenly, and the horror that he had left the larger mech in jolted through his processor once more.

He had immediately gather his tools, his servos shaking and spark wild as he ran to his filthy Master’s quarters.

**_He asked for a stasis inducer!? WHY!? Why would he want to put Optimus under!? That doesn’t make sense!_ **

He stopped a moment to gain control of his venting before timidly knocking in the door. He waited, waited for what seemed too long, and still there was nothing.

**_What the frag is this? Where is he? Did he not hear me? What the frag is he playing at!?_ **

A crackling sound suddenly started in his audial and Knockout jumped at the sound.

**:Repair the Prime, medic. I have been pulled away for the moment, you have my quarter’s codes.:**

Knockout’s optics bulged, Megatron was allowing him to fix Optimus _alone_!? After earlier the medic didn’t think he’d ever get that chance again.

 **:Ahh, yes my Lord.:** He answered back hesitantly as he began punching in the code nervously. **_How am I going to find the Prime? Oh frag, am I ready for this?_**

**:And Knockout, if he touches you… I will find out.:**

Knockout shivered as he opened the door. He didn’t bother answering the comm, he knew didn’t have to, and he knew Megatron didn’t need him to. It was just as well because Knockout wasn’t certain if he would be able to keep the rage he felt out of his vocalizer anyways. **_Sick fragger, has his nasty servos all over every…_**

“NO**OOOO*OO!”

The ragged scream that greeted him immediately scared the frag out of the already fearful medic, and he fell to the ground in a shaking ball. **_FRAGGER IS STILL HERE!? He LIED and now I am going to be beaten into a…_**

As the sound of chains jingled through the room, and pain filled whimpers replaced the initial scream, Knockout forced his helm to peek out from under his trembling arms. He was surprised to find it was not his Lord that had emitted that awful sound, but the broken wreck of a bot that hung in the center of the room.

 ** _Holy frag, Optimus!?_** He immediately picked himself up and rushed over to the larger mech, just to jump back in terror as Optimus snarled at him, and pulled against his chains wildly.

“LE*EEAAAV**E ME ALO*OO*ONE! GO**OOO*O!”  The blinded Prime roared, his frame tearing as he pulled at the chains that held him, and Knockout could only stare at the scene in silent horror.

**_What has Megatron done to him!? Where is the soft, gentle Optimus? I have never seen him like this, even on the battlefield… What do I do!? WHAT DO I DO!?_ **

He forced himself to be brave, resetting his vocalizer as he squeaked out, “Hey, big g-guy. It’s me…”

Even with all of his raging and snarling and pulling, the moment Knockout’s little voice gently entered his audials, the chaos that had consumed Optimus instantly vanished and he vented raggedly as he turned his blind optics up towards that wonderful sound. “Kn-Kno*ocko*uut?”

As the calm came over Optimus, Knockout nearly fainted with relief. “Yeah.” He said a little braver this time. “Here, let’s get that blind fold off of ya, ok?”

Optimus groaned and yet hung his head closer so that the medic could access the knot behind his helm.

“Okie dokie,” Knockout said, trying to sound slightly cheerful for the obviously wrecked Prime. He walked forwards, trying to still the fear in his spark as he grabbed hold of the mesh. When Optimus flinched at his contact Knockout felt rage build within him, but he kept his voice light, “Just a little tug there and, boom. There ya g…”

When Optimus shamefully hung his helm once his optics were uncovered the medic felt his spark clench awfully in his chassis. He vented as he dropped to his knees before the larger mech, and as Optimus tried to shy away from him once again he gently placed his servo on the larger mech’s cheek. “Optimus, don’t…”

“P*lee*ease, Knot*... Arrgh… Kn*c… Oh*hhh**…” Optimus moaned out his optics filling with coolant as his hazy processor and glitching vocalizer didn’t let him get his words out right.

The medic could smell a variety of scents that mingled through the air, but as Optimus dizzily swayed from one side to the other, and his words came out slurred and filled with static, he came to the conclusion that not only was the poor mech inebriated, but he had screamed so violently he damaged his voice box.

“Hey, I have something to help with the energon.” He said lightly as he dug through his bag and pulled out a small capsule. “Helps process high-grade a lot faster, it is a wonder for… Well when any mech tries to escape this nightmare with a little too much to drink.” He smiled bitterly down at the other mech, “Trust me I know.”

Optimus finally lifted his helm, his unfocused optics glistening with tears as he looked at the smaller mech sadly. “I*m s-s*rry.”

Knockout shrugged, “Hey, I am just happy they can help you.” He smiled wider then, the truth in his words warming his aching spark. He lifted his servo, the larger mech opening his intake as Knockout placed the tablet in, watching happily as the other mech swallowed it quickly. 

Optimus smiled as well then, his poor damaged dermas bleeding as he did so. Knockout chuckled sadly, “Stop smiling, ya idiot. You’re splitting your face more.”

Optimus merely smiled wider, splitting his lips further as he began giggling, _giggling!?_

Even with the wretched reality the two were facing, the wounds, the pain, and aching sparks, for Knockout to hear Optimus Prime drunkenly giggle like a sparkling… He couldn’t help but laugh as well.

It started off as a quiet, subdued laugh, but as Optimus’s laughter increased because of his, so did the medic’s. Soon coolant was spilling from their optics and their sides were burning, either from laughing or numerous wounds neither was sure, but they reveled in that  moment of pure simplistic joy as Hell burned around them.

Knockout wiped his tears away as he eased his laughter, leaning forwards to do the same for the bound Prime, but hesitated. His servo froze mere inches from the other’s helm as he recalled the mech flinching from him before. **_Oh big guy, I am so sorry he has made you fearful of being touched. I don’t ever want you to be afraid of…_**

His optics widened and spark soared as Optimus keened quietly before slowly bringing his helm forwards, and resting his cheek against his palm.

The Prime was obviously still nervous as the medic could feel his helm trembling in his servo, but that he trusted Knockout enough to let him touch him.. 

Knockout half sobbed, half laughed as he rubbed Optimus’s helm gently, “Oh, Optimus. You are such a beautiful mech.”

The Prime’s optics dimmed instantly, and he began to pull his helm away as guilt and shame filled his spark, and Knockout scrambled to fix his unintentional insult.

“No, don’t pull away, I mean… I really… Oh frag it!” The medic suddenly reached down, his servos softly slipping around Optimus's neck before pulling his frame close, and hugging the larger mech gently.  

At first, Optimus’s frame froze with the contact. His venting immediately ceasing as dread ripped through his field, but as Knockout’s own field flared around him, the smaller mech filling it with rolling warmth, care, and protectiveness, he felt himself begin to relax in the smaller mech’s arms.

Knockout smiled as he continued to filter his care for the larger mech into his field, and as Optimus laid his helm on his shoulder with a whimper, he stroked the other’s  trembling helm lightly. “You are beautiful, Optimus. He will _never_ take that away from you.”

Optimus sobbed then, his optics shuttering as he leaned heavily against the smaller mech. “B*r*ken…”

Knockout chuckled sadly, and tilted the Prime’s helm so that he could look into the other mech’s stunning, albeit dim optics. “We are all broken here, Optimus, but we _are not_ beaten.”

The medic’s optics blazed with determination as he stared down into Optimus’s. “I was so afraid of you breaking, Optimus, I admit it, but as I look at you now all I can see is a reflection of myself, of Starscream, Soundwave… Every mech he has tried to beat into permanent submission, and you know what…” Knockout smiled, his optics shining with life, with hope, “We are all still standing, still fighting. We know what he is, what he can do to us all, but Optimus…  Still we fight! And, and since you came here, we have begun plans to fight harder than ever.”

Optimus blinked up at the smaller mech, confusion fleeting through his exhausted processor. He no longer felt the effects from the high-grade thanks to Knockout’s medicine, and it was both a blessing and a curse as the pain that had been numbed by the drink came back full force, but at least his processor wasn’t so muddled and foggy, so when he heard the smaller mech mention plans, he instantly grew concerned. “Kn*c*ko*ut…” He said brokenly, his tired optics narrowing in worry, but the medic looked at him sternly.

“I am _tired_ of living in this Hell Optimus. I am tired of being afraid, as is Starscream and maybe Soundwave. We are going to contact your comrades, and together, get ourselves as far from this _fucker_ as possible.” The medic’s optics dimmed for a moment, guilt roiling in his spark as he looked away. “I should have said yes the first day you asked me to join you. I could have commed your team, and we would… You wouldn’t be…”

Optimus felt the medic’s frame begin to shake terribly against him, and he felt awful for the other’s pain. **_This, this is not my fault, or his, and I… We, we need to remember that... I need to remember that, no matter what Megstron does to me. I stumbled today, but I am not perfect. I will not let this monster destroy me, or Starscream, my team, Soundwave, and especially not Knockout… This is Megatron’s doing, his and his alone. I just need to forgive myself for being… weak._**

He looked at the smaller mech, his optics glowing bright as he nuzzled his helm against the guilt ridden mech, and luckily the red mech turned his helm back to look at him, his optics dripping coolant as he did so. “Y**ou  ar*e my s-s*un… Sun*…” Optimus said quietly, his vocalizer glitching so terribly he was afraid his message would never be understood, but as the smaller mech’s glistening optics began to brighten once again, and a smile bloomed across his faceplates Optimus could only smile back as light filled his broken spark.

Knockout laughed then, still amazed at how this mech could take a terribly wretched situation, and turn it into a session on how wondrous _he_ supposedly was... “Well big guy, if I am your sun… I, I will ONLY accept that if you consider this.” The medic’s smile simply glowed as he held the larger mech’s helm close. “Perhaps you breaking doesn’t make you less than a Prime, but more of one?”

As Optimus looked up at him, confusion filtering through his tired optics, Knockout could only smile softly in return. “What is a Prime that never understands what their people may suffer? What is a Prime that cannot allow themselves respite? What is a Prime that cannot allow themselves to understand all they fight for? What is a Prime that doesn't understand how deep pain can penetrate a spark, or understand the wretchedness of loss, or the victory of redemption, or the simple magnificence of, of love... What is a Prime that doesn't understand what all of those truly mean?” Knockout vented as he felt himself grow lost in the depth that now filled Optimus’s optics. The larger mech seemed to stare at him desperately, as if he was his only link to sanity, to hope , to…

“Optimus…” Knockout called softly to the aching Prime, his own spark thundering as the larger mech vented heavily against him.

Optimus felt broken, battered, shameful and lost, but as he looked up into those brilliant red optics, and held to the field around him as a sparkling would its carrier, he felt his walls crumble, but in an ENTIRELY different way the they did with Megatron. Here there was only light, perhaps broken, perhaps dim, but it was true, it was honest, and it was…

“Kn*ck…” The Prime never got to finish as the smaller mech lowered his helm, and suddenly, their lips touched.

Optimus froze once more, his spark still tattered from all that had occurred, but as Knockout’s frame fell against his, he reveled in the soft sensation. Not only was this so much better than all he had gone through because there was no pain, but, that he felt safe, that he felt trust, and that he felt…

Knockout whimpered as he pulled the Prime’s helm closer to his own. He wasn’t sure what he felt for the mech, and he wasn’t even sure what the mech felt about him, but as he knelt there, his trembling lips pressed so softly against Optimus’s bleeding ones, the larger mech moaning as he leaned into the caress, he knew that whatever _this was,_ it just felt right.


	7. Art

**Notes for the Chapter:**

> Hey guys, next chapter is in the works, I am sorry. I got stuck on some others, and this one can be heavy at time to write.  
> BUUUT here is some art for last chapter. First time drawing Knockout, be kind? Haha.  
> Oh, fun fact, I totally did this with Optimus in his usual red and blue, and had to completely redo him in grays after. Yay!


	8. Something To Fight For

**Notes for the Chapter:**

> Ok, what happened in the 'dark' chapter. Megatron loses it a bit. For as much as he tries to not see Orion in Optimus, they are far too similar (imagine that) and he falls to that illusion for just a moment. During that time Optimus too breaks a bit, and for some reason call out Megatronus, unconsciously, as his glitching processor falters.  
> Megatron is livid about that and pain ensues, leaving poor Knockout to pick up the pieces once Megatron is called to the battlefield after Magnus shows up, and Starscream can't deal with the larger Autobot on his own.  
> When Knockout enters Megatron's quarters, Optimus is wild, and terrified, but slowly worked down by the medic. They talk, Knockout insisting Optimus isn't to blame, even hugging him at one point, but in the end, as the two broken mechs work through the horrors, Knockout finally kisses Optimus, and the two revel in the moment... and now, the continuation. Hope that makes sense haha.  
> Oh, and Optimus tells Knockout he is his sun, thus the picture! Awwww!

Optimus vented out, his frame shivering as he tried to move closer to the smaller mech. He didn’t know what he was doing at this point, how it had started, but he never wanted this moment to end. Knockout’s kiss was so much different than Megatron’s. There was no pain in it, no possession, no hate…

If anything it mirrored his own insecurities, and confusion, but also his comfort. The comfort he always felt with the smaller mech, and yet he didn’t truly understand why. As their glossas tangled and weaved against one another, and their vents grew more and more rapid Optimus suppressed another sob as he felt a strange light fill him. It was something he was sure he once knew, but had never experienced himself. He begged for that light, that safety as he had when Megatron’s filled him with the same feeling, only… Only this time it wasn’t twisted, or a lie. It was true, and only for him.

He wasn’t overwhelmed, he wasn’t fearful, this moment was true, pure, as was this light, the light that came from Knockout.

“I…” Optimus mumbled against the other’s lips, his spark hammering in his chassis as he tried to find the words for what the other mech was giving him after such a nightmarish experience. “H*e, K*nock*out… u*se*d…” He said brokenly, not wanting to pull this wonder of a mech down to the levels in which he had fallen recently, but the medic merely laughed darkly.

“He has used us all, Optimus.” The red mech said heavily, pulling his helm away for a moment, his red optics studying Optimus’s deeply. “He has used us all, but none so deeply as you.”

Optimus blinked at the other mech, the storm of guilt that had recently infected his spark lessening for a moment as he peered at the other mech. “Fa*i**led.” He retorted somberly, hanging his helm in shame.

“Frag that! He _failed_ , not YOU!” Knockout scoffed, shaking his helm as he watched the larger mech fall beneath the weight of his own expectations of himself. “Optimus, you have done more to deal with Megatron than any of us… ANY OF US! AND, was that not after you forgot your entire life, was set in a new frame, and suddenly had to save everyone!? Wasn’t it!?”

Optimus looked back up at the smaller mech, his optics dim as he considered the others words. He wanted to believe he could excuse his failures, but after today he could only feel that everything that had happened to him was his fault. Everything that would happen from here on out was his fault! HE LET MEGATRON LIVE!

“I… I c*ou*ld…, I sh*ould h*ave k*illed…” Optimus said weakly, his frame shuddering through the destruction it had been through because of his failure, but… He was not afraid for himself, he was afraid for all the others he had damned with Megatron’s continued existence. **_If, if I have the chance again, I WILL kill him! I will! He deserves to DIE! He is a monster, and… And…_**

Was he strong enough to kill him? Part of him begged, longed for Megatron to… To change. It was a part he didn’t understand, nor could control, but as time went on that part seemed to lessen.

The acid wash, the scars on his shoulders, the breaks in his frame… each helped ease that _constant_ insecurity, that constant and foolish hope for change from the warlord. He had held that odd, and unwelcomed hope with Megatron since he had awoken, and now… Now in this raw, violent nightmare, he was seeing Megatron for who he had truly become, not for who he once was so very long ago, and in a way it was both refreshing, and painful to witness.

“I should have killed the bastard many times, Optimus. It is… It is a struggle for good mechs. It is not so easy for us to offline others without… Without…” He stuttered, paused, and forced himself into silence.

Optimus looked at him, his blue optics soft even as pain flickered behind them. “H*ate m**e?” He asked, absolutely yearning for the honest response. He had _failed_. He had failed his Autobots, he had failed the Decepticons that needed saving from Megatron’s chaos, he had failed so many…

Knockout laughed, his optics shinning as he looked deeply into Optimus’s. “No. No, Optimus, you… You are a mech like us aren’t you?”

The Prime tilted his aching helm, his optics scanning over Knockout’s amazingly accepting faceplates as he struggled with his failures, and worth. “U*n**certain.”

Knockout laughed again, his optics growing soft as he caressed Optimus’s helm once more. “You know., somewhere deep inside. You know…” Knockout vented out, his servos lifting Optimus’s helm gently. “You are just as lost as the rest of us, aren’t you?”

Optimus looked at him and tried to pull his mantra forwards, the thing that had kept him going all along! He was the _Prime_ , he should _know_ , he needed to _lead,_ he needed to be the _answer_ , the _leader_ , the…

“I D*ON’T K*NO*W!” He strangled out loudly, admitting it to the first mech ever. Never had he allowed himself to fall before another and now… All it seemed he did was _fall_. His frame shook and helm fell as he sobbed foe his failures. “DO*N’T KN*OW!” He screamed out.

His back bled to the floor in inky blue rivulets, his shoulders ached with their gashes, the right side of his helm was in agony… EVERYTHING HURT! His frame had been sprayed with ACID! He had been raped, and beaten… It was so much… So much…

“W**hy…” He begged suddenly, his voice quiet, reverent.

Knockout looked at him sadly for a moment before lifting his helm. His optics blazed brightly as he stared deeply into Optimus’s dim ones. “He is a sick fragger, that’s it. This is not your fault, Optimus. Remember, you yourself said it to me, every mech is responsible for their own choices, their own actions.” Knockout smiled and shrugged, “Or something like that. I was having a hard time concentrating with you so close.”

Optimus chuckled a bit, his optics glowing just a bit brighter now, and Knockout smiled wider. “There you are big guy.” He whispered gently. “Optimus, I… I promise, that every time your optics dim, and your spark seems too heavy, I will try my damndest to bring that light back to you. You are not alone here, not while I still function.”

The broken Prime looked at the smaller mech and wondered just what he could have possibly done to inspire such a promise. Knockout didn’t owe him anything, nothing at all, so why, why was he helping him like this? Why did they kiss? Why did his spark feel so much better when he was around this mech?

“W*hy?” Optimus asked honestly his spark thundering and optics falling as he awaited an answer. He feared he was looking too deeply into things. The smaller mech was only trying to help him feel better, that was all and he should just take the kindness and leave it there. He didn’t want to hurt this mech, or Megatron to hurt him, just to hurt Optimus. If anything he should tell Knockout to stop being so kind. Tell him to stay away from him. He couldn’t bring the mech anything but more pain and he had already suffered so much, and…

“I don’t know, honestly.” Knockout said quietly, the way he said it made Optimus look back to him, and he saw confusion in the smaller mech’s optics. The medic shrugged once more, a small smile growing as he turned to look back at Optimus. “But, but I know it just feels right, ya know? Ha, I guess that sounds a bit stupid?”

“N*o, n*ot st*upid.” Optimus said shaking his helm as he smiled as well, his spark fluttering oddly in his chassis. He wasn’t sure what he was feeling, but when Knockout kissed him, and looked at him like that… When Knockout smiled, or laughed, cried, or was in pain, everything with this beautiful, wondrous little mech seemed to have a growing effect on the broken Prime, and as much as he wanted to run from him, run to save him, he found his pedes wouldn’t move an inch.

“Fe*els ri*ght.” He said in a broken whisper, his fans whirling faster as the medic’s helm inched closer.

“Optimus, frag it mech. You are…” Knockout started, his helm lowering and dermas brushing against the other mech’s bleeding one with a sigh. He didn’t have the words, he didn’t understand why everything felt right with this mech, why he wanted to protect him so fragging much, but, it didn’t matter.

The two mechs fell into their kiss, and in turn the world fell away. Here was simple, warm, confusing, but right. The taste of tears, energon, despair, and joy mingled between their gentle glossas, Knockout making sure that Optimus felt comfortable, safe as they moved together.

Optimus moaned, his vents growing more rapid as he delicately swirled his glossa over the other mech’s. He knew the medic was allowing him to take the lead here, and he was so very grateful for that. He wasn’t afraid, he was safe, he was…

“AHHHHH!” Knockout suddenly cried out as his frame was ripped from the ground and thrown painfully against one of the walls in the room.

“KN*OCKO*UT!?” Optimus cried out, the peace that had filled his spark instantly turning to terror as he spied Soundwave’s dark frame in the doorway.

“No contact.” Soundwave’s audio clip stated loudly, his frame moving closer to the Prime’s.

Knockout groaned, his side on fire as he looked up to find Megatron’s third in command striding towards Optimus. “NO! Soundwave please! It was my fault! Don’t…”

As one of the darker mech’s tendrils slipped out of his chassis and wrapped around Optimus’s throat the medic panicked! “PLEASE! NOOOO!”

As crackles of energy began working their way down the long dark cable Knockout screamed, and watched in horror as Optimus’s frame began to jerk as electricity surged through him.

“AAAA**HHHH*RRR*GGGHH***HHH!” Optimus hollered as pain ripped through his frame, his optics flickering with each new surge of energy.

“FRAGGER!” Knockout screamed raggedly as he jumped at the darker mech. His servo instantly transformed to his saw as he and Soundwave fell to the floor and it whirled violently as he held it mere inches from Soundwave’s neck. “LET HIM GO! LET HIM GO NOW OR I FRAGGIN END YOU!”

Soundwave tilted his masked helm up at the raging medic, and for a klik Knockout wasn’t sure if he would be forced to kill the dark mech, but eventually the crackles of energy ceased, and the tendril receded back into his frame.

As Optimus’s frame fell into stasis, and his scream stopped, Knockout slowly realized what he had done. He hadn’t thought, he hadn’t thought of the consequences, he just attacked. **_Fraggin piece of SCRAP! What am I going to do now!? There is no way this won’t be reported, won’t be used against me! Maybe I should just kill him!? Think about what happened to Optimus when he wasn’t brave enough to end Megatron! I should… I just…Arrrrrgh! I HATE THIS!_**

“One chance Soundwave.” He said darkly, his blade still whirling madly as he glared down at the darker mech. “One fragging chance to convince me not to rip into your throat and end your miserable existence! That is my gift to you.”

His optics narrowed as he stared at the still mech, and his spark hammered painfully. Would he be able to convince Soundwave? Would he be able to get through to the ever silent, secretive mech, he didn’t know, but frag it all… He would give the poor fragger a chance, a choice.

He sighed, his processor fighting to find the right words. “Frag it mech. Why? Why did you… Hasn’t, hasn’t he been through ENOUGH!? LOOK AT HIM! Do you have no SPARK? Haven’t we all been through enough!? IS THIS WHAT WE ARE!? Is this, is this what you want to be? The same as the fragger that destroys you CONSTANTLY!?”

He wasn’t certain about Soundwave’s treatment from Megatron, he had no proof, but it was a gamble he needed to take and as a tremor went through the mech’s frame, and a small broken sound broke from Soundwave’s intake, he shook his helm in miserable victory. **_So Soundwave is being abused… Is there any mech Megatron has not destroyed?_**

“Please Soundwave, you, you knew Orion once. You were close, I know this! I saw it when he was here! The looks you would send him constantly, the few times you joined Megatron at night! How, HOW CAN YOU HURT OPTIMUS when you KNOW, Orion is in there TOO!?” Knockout felt his optics burn as he growled in frustration and fury. “He is there! If you all would just STOP and TALK with the mech instead of doing THIS!”

He gestured to Optimus’s broken bleeding frame, the poor Prime twitching now and then from his earlier shock. The medic sobbed, but shook his helm as he pushed through the sorrow and pulled only at the rage that filled him. “Look at him Soundwave! Where is the honor in this? How, how is any of this right? What he does to you, Starscream, Optimus? I mean…” He looked sadly at the mech beneath him, his optics softening. “How, how do you even heal yourself? Why don’t you ever come to _me_? Soundwave, I, I could help you.”

The darker mech turned his helm away for a moment, peering over at Optimus’s ruined form. How many nights had he been in similar circumstances? He had never been so badly used, but there were many times he had stumbled back to his quarters after helping his oldest friend with his madness.

“Soundwave, spare Starscream. Help.” He said suddenly, his odd monotone voice crackling to life uneasily, and Knockout’s optics widened at the sound.

It had been a very, very long time since he had heard Soundwave talk, and that he was doing it now, and what he was saying gave the medic hope. “You, you let him hurt you so Starscream isn’t… Frag mech. See? See how twisted he has become?”

“Hope. Megatronus…” Soundwave said quietly, his optics never leaving Optimus’s frame.

Knockout shook his helm sadly. “Yeah, I had hope too, especially after Orion came back, but look, he isn’t that mech anymore, Soundwave. If we don’t do something about this, if we don’t _fix_ this, his insanity will kill us all!” The medic thought of what Soundwave had said to him, and he felt his spark clench in fear. “Soundwave, do you want Megatron to be the one to rule Cybertron? Can you imagine what that would be like? Frag… What about once we start having sparklings again? Do you want a mech like Megatron to decide their fate?”

“Megatron never injure innocent…”

“OPTIMUS IS INNOCENT! You know, you KNOW HE IS! It wasn’t _your_ hate that started the war Soundwave! It was Megatron’s! He was pissed 'cause Orion changed into Optimus, CHANGED INTO! Not killed like he said. He is right fragging there! Just different… I know, I know cause every time this mech looks at me, is see the sky.” The red mech muffled a sob, his denta grinding as he looked over at the Prime. “I see hope, I see goodness, I see care, I SEE LOVE! How, how can you be so blind to what is _right_ there!? Open your optics Soundwave, it isn’t Optimus we should be _destroying_! It. Is. Megatron!"

Soundwave turned his helm back to Knockout and for a moment the two mechs stared at one another, the only sound being the whirl of the saw that separated them.

“Treason…” Soundwave said quietly, and Knockout vented out as he nodded.

“Yes, I am talking about treason. I will become a traitor to save Optimus, I will become a traitor to, to save Cybertron from that bastard ever ruling it, I will to save Starscream, even if he is a pain in the aft, AND I will become one to save you! I am tired of being abused, hated… I am tired of fixing up broken frames that our OWN LEADER RUINS! I am tired Soundwave of just existing waiting to be offlined by the mech that I swore loyalty to, that I looked up to once upon a time, respected even. I want to live, and the only way I see that happening is to save this fucker RIGHT HERE!” He pointed at Optimus once again, his servo shaking as he did so.

He looked at the mech under him long and hard then, inching the blade just a bit closer. “I don’t want to hurt you Soundwave, I don’t want to hurt anyone _ever_ again. I, I am a FREAKIN MEDIC! I am supposed to SAVE, but even that has been twisted under him, just like Starscream has, you, and now… Now, the best of ALL of us, Optimus Prime. You didn’t see him when I came in Soundwave. He was wild, terrified, he is BREAKING! DO you want that!? LOOK AT HIM! Look at what Megatron has done to him, and tell me that is alright, that it is excusable. TELL ME YOU CAN SAVE MEGATRON! You think Megatronus is in there? DO YOU!?”

Soundwave turned back to look at Optimus, his frame still and quiet. Optimus was no longer twitching, but his frame did shudder with every weak vent. Energon continued to drip to the floor, adding to the wretched puddle underneath the mech. All in all it was an awful sight, and the longer he looked at the mech the more damage he found.

What Knockout had said was true, once, when Optimus Prime was nothing but a little red and blue mech named Orion Pax, he had been very close to him. He, Megatronus, and Orion had all stepped up to change the world, save it from the corrupted system and Senate that ruled it. They had almost done it too except when, when everything came crashing down.

Now, eons later here they were, Megatron insane, Optimus now in his claws being systematically pulled apart from the inside out, and Soundwave desperately trying to save his leader, his friend from further destruction.

Was Orion in there, even now? Was Megatron breaking not just Optimus, but his old love? Soundwave had never really gotten to know Optimus as Megatron refused show anything but revulsion for the mech, so no, he didn’t know if Orion could possibly reside in there, but if he was there, could Soundwave help Megatron by allowing him to continue his destruction of the Prime?

“Uhhh*hh**hh…” Optimus groaned suddenly, and both mechs turned to look at him, Knockout’s spark thundering as the larger mech woke.

“Optimus?” He inquired softly, making sure to keep his saw at Soundwave’s throat.

The Prime groaned once more, his optics flickering weakly as he lifted his helm to find Knockout’s bright worried optics looking at him, and he smiled at the sight. “Kn*ock*out…” He muttered, his vocalizer still glitching from his previous screaming.

The medic grinned back, relief flowing through him as he saw those two wonderful optics slowly focus on him. **_He is alright, thank Primus…_**

As the two mechs looked at one another Soundwave’s optics fleeted between the two of them, noting the gentle smiles, the slight blushes, and care that emanated from both mechs as they did so. **_They, they have feelings for one another?_**

He looked towards Optimus then, his spark aching as he saw the same look Orion had given him when he inhabited Optimus’s frame. That open, soft glow of love, of comfort, and he gasped quietly as he saw Orion there. **_H-how? I, I don’t understand… How does he share that same spirit, and why haven’t I noticed before?_**

Optimus’s kind look quickly changed though as he realized who Knockout was on top of, and that his saw was so very close to Soundwave’s neck. His vents stilled and optics grew wide as he stared at the scene.

Knockout nodded silently, his optics growing hard as he looked back down at Soundwave. “I, I am giving you a choice mech, right here right now. Either you are with me, or against me. I don’t want to hurt you, but I will, if I have to.”

Both Soundwave and Optimus looked at the medic, one horrified and worried, the other silent and contemplative.

“Kn*ock*out…” Optimus started, his spark aching for the red medic. What was Knockout doing? Could he really kill his teammate? Why, why did this have to happen? Wasn’t Soundwave suffering just as much? How could he…

“No, Optimus. This has to happen. This is what needs to be done, and he knows it just as well as I do. If he doesn’t agree to help us, then he will run right back to Megatron and you and I both will be in for further pain. Frag, I will probably be killed outright, but you…” He growled even as tears fell from his optics. “I can’t im-imagine what… He told me, he told me you can’t touch me, Optimus, and Soundwave caught us…” A sob escaped the red mech, but his blade was still and sure. “I can’t leave you to face this alone, Optimus.”

He looked towards the Prime, his faceplates slick with coolant, “Who is going to help you if I am gone? Who is going to, to f-fix you up? I, I c-can’t l-let y-you…”

Optimus frowned, his spark on fire as he watched Knockout breakdown. How could he help here, with this? Was Soundwave going to have to die? How was any of this alright? He felt his spark ache with guilt once more as he berated himself for not being able to kill Megatron, if he had _this_ situation would never had come to pass! He could have stopped IT ALL and NOW…

“Plan?” Soundwave’s voice shocked the both of them, and they looked down at the dark mech carefully.

“P-plan?” Knockout asked cautiously, his optics narrowing as he wondered if this was just a way to get him to tell all of his secrets to the mech just to have him blurt them back to Megatron.

Soundwave nodded, careful of the blade so close to him. “Plan? Free Optimus Prime?”

The medic hesitated, fear and suspicion filling his spark. Could he trust Soundwave? Was, was he really going to side with them? Why, why was he so apt to do so? Did he want to before only, didn't think he could alone? What was going to stop the mech from going right to Megatron if he _pretended_ to agree. **_Frag, I am fucked anyways. He already saw us kiss, and I attacked him. I dunno, maybe I should just kill him? Yet, Starscream is right, if we can get him on our side, leaving the ship with Optimus would be so much easier… Arrrrgh… I don’t know if I can trust…_**

Soundwave seemed to understand his hesitancy in trusting him, but there was really no way to prove it. “See. See Orion. See Megatron’s madness. Soundwave… no more pain. H-hurt Laserbeak too. No more pain. No more.”

The red mech’s optics widened as Soundwave lifted his servo, slowly as to not alarm the other mech and gently unclipped his mask. There was a hiss of air, and suddenly there he was, for all the world to see, and what a sight it was.

Knockout had never seen Soundwave’s faceplates so as more and more damage was revealed, he wasn’t certain if he had always looked like this, but  he quickly realized, not all of the marks were old, and some looked fresh, perhaps just a few days old.

The mech’s optics were bleeding coolant as well, their dim light flickering fearfully as he looked up at Knockout. “No damage outside. Protoform. Always protoform. Megatron, can’t hurt Soundwave, Soundwave changes for Megatron.” He said quietly as the medic gasped.

Protoform was one of the most sensitive surfaces for any mech. It could be used to bring great pleasure, or in this case, great pain. Given what Soundwave’s faceplates looked like, Knockout could only imagine what the rest of him looked like underneath his plating.

**_Megatron forces him to take off his plating? Just so he doesn’t need to face what he HAS BECOME!? THAT SICK FUCKER! He is so much worse than I ever, EVER imagined! No wonder we would never see the damage! It is all hidden inside!_ **

“Why, Soundwave. Why did you, why do you allow…” Knockout said quietly, his frame shaking as he pitied the mech under him.

Soundwave looked away, his optics shuttering as he did so. “Soundwave loved Megatronus. Try and save Megatron, failed… Soundwave failed. Failed many.” He opened his optics, those two sad, but beautiful orbs meeting Optimus’s devastated ones. “Failed Orion, failed Optimus. One in same. No more, pain. Loved Orion.”

Optimus gasped, his optics burning as he looked over the terrible scars, and new wounds that covered the poor mech’s faceplates. **_Megatron, what have you done? He loves you and you just…How could you? How could you do this? You are truly a monster…_**

“Tr*ust.” Optimus said, his optics going to Knockout. “Pl*ea*se?”

The medic looked from Optimus to Soundwave, his processor still reeling from everything. He wanted to be sure, sure that he wouldn’t be betrayed from Soundwave, but this, this would have to do. With a heavy sigh he nodded, and transformed his servo back before pulling himself off of Soundwave’s frame.

Soundwave watched him for just a moment before also standing, placing his mask back on with a shiver.

The three mechs were quiet for a moment, each looking between the others. “Ok…” Knockout said wearily, his spark heavy as he shook his helm and went for his supplies. Poor Optimus had to be in awful pain, it was time to get to work.

He smiled down at the larger mech, nodding as Optimus thanked him for not killing Soundwave, and he was once again amazed by the Prime’s consistent, handicapping need to preserve life. **_Fragger should have been a medic…_**

As he knelt down beside Optimus, he looked up at the silent Soundwave. “So… What now?” He asked, gathering some pain capsules and holding them up for the larger mech’s intake.

Optimus smiled at him as he opened and eagerly accepted the small gift. He was indeed in a great deal of pain, and any relief from that was welcomed. He vented out, his frame easing as the medicine began to work almost immediately, and he fought from falling into recharge.

He didn’t know what Knockout’s plan consisted of either, and wanted to help in any way he could, but as Knockout’s gentle servos began working on his frame he found himself sagging lower and lower in the chains that held him.

“Plan?” Soundwave asked once more, his sad hidden optics watching Optimus closely. He felt awful for the Prime, especially if it was a part of Orion he saw in the larger mech’s optics. Yet, it wasn’t only that, that had changed his spark. Megatron had been getting far worse, especially after Orion being here. It was as if the moment Orion became Optimus again the last semblance Megatron had to Megatronus snapped, and now he was nothing but the mad warlord.

Soundwave could deal with the torture to himself, his life had never been one of peace, but when his friend, his Lord had hurt Laserbeak…

It had started as any of their _nights_ would, him stripping down as Megatron raged over a failed mission. The silver mech had taken this failure to his spark, and when they returned to the Nemesis, he had quickly ordered Starscream to his quarters.

Soundwave had been with the seeker then, his optics scanning over the poor mech as he froze, his vents growing ragged as he fought showing his panic. Starscream was a tough mech, in Soundwave’s opinion, and always tried his best to hide his fear of Megatron, but even he had his weak moments.

It was Starscream that had failed that day, losing one of the relics from the Iacon database, and he knew that if Megatron got his servos on the seeker, there would be little to nothing left of the mech. It was then that Soundwave commed his leader and insisted his need of the other mech, and luckily, Megatron excepted.

Given his history with Megatron, it had been easy enough to convince the mech to choose him over Starscream, most times at least, as he allowed Megatron to do anything he wanted to him, and always acted in anyway his leader needed. He moaned when Megatron wanted it, he screamed when it was expected, he gave the mech anything, always hoping that at some point, Megatron would come back to himself… But, he never did.

Still, if he could ease the pain for both Starscream, and his old lost friend he made sure to do anything needed, that was, until Laserbeak.

When they had been in the middle of their session, Megatron being especially rough, his always protective symbiote had finally had enough. Soundwave insisted to his friend what Megatron did was alright, but as time went on, and Megatron grew more and more insane Laserbeak grew furious. It was because of that, that Laserbeak finally could deal with it no longer, and attacked Megatron.

Soundwave had screamed for his symbiote to stop, but by then Megatron’s frame was already smoking, and in an instant the warlord had Laserbeak in his servos.

Soundwave had watched, horrified as Megatron slowly bent Laserbeak’s wings back, the little one’s pain resonating in his own spark as Megatron laughed. That was when the first true tear started in Soundwave’s hope, and it was a large one. He had luckily been able to get the warlord’s attention back on him, and as Laserbeak twitched on the floor, he screamed painfully on the berth.

That had been just a few nights ago, right before the Prime was captured, and since then he hid Laserbeak in his quarters, not trusting his friend to be anywhere near Megatron.

He had failed Laserbeak with his foolish hope, and he planned on never doing that again and now, seeing Optimus here, like this, he was even more concerned. Knockout was right, if Megatron broke Optimus, there would be no one, not even Magnus to save them from this chaos. His friend, was truly lost.

He keened slightly, and was surprised to find Optimus lift his helm and look at him in concern. The larger mech’s optics were dim from exhaustion and pain, but he somehow still had the ability to make them look so comforting, just like Orion.

“So*nd*wave?” Optimus asked, tilting his helm up at the smaller mech.

Knockout looked between the two of them, ready in case he needed to stop the darker mech, yet that didn’t seem the case as Soundwave just stood there shivering.

“Me-Megatron lost.” Soundwave said weakly, his helm hanging low.

Optimus smiled sadly up at him as he nodded. “L*ost. I’m s*rry…”

Knockout scoffed, but immediately blanched as Optimus looked at him, “Sorry.” He mumbled smiling slightly as he winked at the larger mech.

Suddenly Soundwave’s frame tensed, and his servo went to his comm unit, and both Knockout and Optimus froze in turn.

“A-affirmative.” Soundwave said, his voice far more shaky than he meant it to be. “Prime unfinished. Relocate to med bay?”

Knockout invented, hoping Megatron would allow Optimus a night to rest but when was fate ever on his side?

“Understood.” Soundwave said as he peered over to Optimus’s dim but focused optics. He listened to the rest of Megatron’s commands before finally shutting the radio down and venting out.

“WHAT!? What is that piece of scrap planning NOW!?” Knockout asked, his frame shaking as he stood protectively over Optimus.

“Megatron returns. Starscream captured by Autobots. Prime remains in quarters. Dreadwing returned.” Soundwave reported, his shoulders slumping as he watched Optimus.

The Prime stayed silent, his faceplates stoic as he nodded, but the medic was near bursting with fury.

“No, no I am not even finished! Look at his BACK! He can’t… HE CAN’T FRAGGIN DO THIS!” Knockout screamed, his processor glitching as he tried to figure a way to keep Optimus from his demonic leader’s servos.

“Kn*ock…” Optimus started, desperately trying to not fall to the panic that ate at his own spark, but the medic just spun on him, his frame jerking with his rage.

“NO! NO OPTIMUS! You, YOU ALMOST BROKE! What if… YOU ARE SO WEAK ALREADY! I… I CAN’T LOSE YOU!” Knockout sobbed, kneeling in front of Optimus’s helm as he grasped it lightly. “I can’t lose you, not to him, not like this…”

Optimus shook his helm, amazed that he meant anything close to that much to this wonderful mech. “Wo*n’t br*eak. S*un, ne*eds me.”

Knockout looked over Optimus’s faceplates, his optics bleeding coolant. “Optimus… I, I do. I do need you, please don’t break. I beg you. I know it is selfish. I am sorry, but I… I…” He felt something then, an ache in his spark he hadn’t felt in so long, and it stunned him to silence as he realized, he knew exactly what this mech meant to him, and that realization was something that terrified him. **_Gods… I, I am falling in love with him! The FUCKING PRIME!? I am…_**

He sobbed harder then, his spark shattering as Optimus looked at him so innocently. Here he was leaving this magnificent mech in the servos of a monster, and _he_ was trying to console Knockout!? He couldn’t do anything for Optimus, nothing! It was too soon, he didn’t have enough of a plan, so now he had to just LEAVE HIM!? Leave him knowing full well what awaited him? How, how could he do that!? HOW!?

“I can’t leave you. Optimus, I can’t. I don’t want you to hurt anymore! You, YOU GAVE ME LIFE! You gave me HOPE! After so long, so much pain! When I see you my spark doesn’t hurt, well, maybe, but in the good way! Every moment I see you smile, or laugh… I want them ALL! I want to s-save them a-all! I c-can’t… I c-can’t go knowing what… Ohhhh, please…” Knockout moaned, the servos that held Optimus shaking so badly he was afraid he would hurt the larger mech.

“Go, pl*ease. Don*t see.” Optimus begged him, his spark tearing and yet singing at the same time. The medic’s words, he had never heard another speak of him like that, and that he felt exactly the same way… It was a wonderful, and powerful gift, something that made him feel so much stronger. He could face what Megatron planned for him, he would not break, if only… If only to see this mech smile, one more time. But, he didn’t want the medic here, he needed to go. He couldn’t be as strong if he was worried for the other mech. “Go.”

As Soundwave inched forwards, his servo going to the medic’s shoulder, Knockout growled at him. “No! No, I can’t leave him! I w-won’t!”

"Medic cannot help. Plan, then save. Unprepared.” Soundwave said, gently pulling on the red mech’s shoulder.

“P*lea*se, go.” Optimus begged, smiling sadly at the bawling, raging mech.

“Noooo, nooo, I can’t! I could… I, I HATE HIM! I HAAAATE HIIIM!” As he felt Soundwave’s pull grow more insistent he snarled at the dark mech, his overworked processor glitching as he tried to move away from the mech. Technically he knew there was nothing he could do for Optimus right now, frag even if he tried to put him into stasis, Megatron would just _painfully_ rip him out of it!

Optimus looked up at Soundwave desperately. He needed to get Knockout away! Why, why wasn’t he leaving?

Soundwave nodded to the Prime, one of his tendrils slowly slipping from his chassis before quickly plugging into the port at the back of Knockout’s helm.

“NOOOOO! YOU FRAGGER! DON’T YOU DARE PUT ME UND…” The medic’s angry screams immediately halted as his optics flickered for a moment before falling limply to the ground.

Optimus hung his helm, his dim optics scanning over the red mech’s now peaceful frame. **_I am so sorry, Knockout. It is better this way._**

Soundwave’s tendrils slowly slipped around the small mech’s frame, and he lifted it easily as he prepared to leave.

“Th*ank y*ou.” Optimus said to him, his broken vocalizer filled with sorrow as he hung there.

Soundwave turned to the Prime, his spark heavy, yet hopeful. “Orion, want Soundwave to help. Be a light. Save. Orion good, Optimus good. Megatron lost forever. Soundwave chose good. For Orion, for Laserbeak.”  

He turned and opened the door, his masked helm looking behind him one last time before making it out to the halls.

As he walked he felt his helm spin with all that had occurred. Was he really going to do this? Was he really going to betray his oldest fri… **_No, Megatron… Megatron is not himself now. He is not my friend, and has not been in sometime. He only hurts, he kills, he ravages. He has become something so much worse than I ever thought possible, and he doesn’t deserve my loyalty…Not anymore._**

He sighed as his spark broke with that thought, but he had been fooling himself for far too long when it came to Megatron. His friend was no longer there, and this monster that now inhabited his frame was destroying everything around it, and it now had its sights on the only light that could counter its darkness.

**_Optimus, if even a little of Orion resides in you… I am so sorry. Forgive me for being so blind, forgive me for being so weak. We meant to save lives and now… I will help you. I will help you to escape from what he has become, and hopefully, you will find new happiness within Knockout?_ **

He smiled sadly as he looked down at the mech he held, his spark pulsing as he thought of how much the medic had fought for Optimus today.

**_You, you deserve to be happy. You both do, and through you I believe many others will be too. Live, and love one another, but do it the right way. Cybertron could very well flourish under both of you, and I think, I think that is something to hope for. Something good, something honorable to fight for, something Orion would fight for._ **


	9. Shock Therapy

**Notes for the Chapter:**

> Sooo Chapter! I am sorry it has been so long! Like I have said before, sometimes writing this is hard. Now again, it won't always be so heavy, but for now... Anywho, I hope you enjoy, and I hope to keep up with this more. :) No Knockout this chapter but the next will be full of him. We need some fluff and healing time between these two... I think

Megatron smiled as he walked back through the ground bridge, his frame already heating up as he thought of the prize that awaited him.

The battle had gone swimmingly for him today, even with that fool Starscream being taken. **_Good riddance, it isn’t like I need him any longer. Not with my new pet._**

He smiled, his engine revving as he thought of Optimus, and Dreadwing looked over at him curiously. “Are you well, Lord Megatron?”

Megatron laughed, “I am very well, Dreadwing. I am pleased that you have returned to us. Did you accomplish your mission?”

The other flyer sighed, his optics growing dim. “Negative, Lord Megatron. The scoundrel escaped through my servos, but I suspect that it was his aim to come back to Earth. It is only a matter of time until I get to him, especially with the Autobots no longer having the Prime.” He looked proudly up at his leader. “I am uncertain if I congratulated you on your triumph before, Lord Megatron, but this is a honorable victory over the Autobots. Well done Sir.”

Megatron nodded, his smile growing, “Yes, it is indeed. Here we sit on the precipice of change, and it shall be a beautiful one. We will restore Cybertron, and it shall be ruled as it always should have, with me at its head. I have such plans for our people, and with the Prime now being in my servos, those plans are all the more accessible.”

Dreadwing bowed before the silver mech, his spark feeling light as he thought of his Lord’s accomplishment. To finally have beaten the Prime, it was indeed a new day for the Decepticons, proof of that was seen in the battle today.

Dreadwing had come late to the fight, and the Autobots were already falling back with Starscream. He helped his leader and the vehicons push the mechs back further, but when the mighty Magnus called for a ground bridge Megatron had stopped his forces from pursuing the bots in their retreat. He had said they had what they wanted already and there was no need for more loss of sparks, as any good leader would.

It had been sometime since Dreadwing had returned to the Nemesis, and to come back to such a victorious time, and the hope of rebuilding Cybertron on the horizon, it almost helped him ease the pain of his failure.

“Your quarters are still set up as they were before, Dreadwing .” His Lord said, placing his servo on his shoulder as he stopped. “Go and get some rest. There is still much to do before we restore Cybertron, it will be good to have such a loyal mech around again.”

Dreadwing bowed, “I am honored, Lord Megatron. Yes, it has been a trying journey I think I shall take my leave for rest, but please do not hesitate to call upon me if the need arises.”

Megatron nodded, but he was hardly paying attention to the mech any longer as he began making his way to his quarters. “I will be certain to do so.” He said simply, his frame shivering with anticipation.

Dreadwing tilted his helm curiously at his leader’s distracted demeanor but wrote it off as exhaustion. **_It must have not been easy over taking the Prime. Perhaps I shall check the holding area after I rest, and speak with Optimus. I wonder how he is prevailing now that he is captured. Will he concede in rescinding his leadership of the Autobots, or will he fight to the end? Knowing the honor the Prime holds I would suspect he would…_**

Dreadwing dropped his helm thoughtfully, not certain how the Prime would take his capture. He was honorable so accepting defeat, depending on the terms, could vary. He was also wondering what those terms might be for the Autobots, of course, with Magnus they were probably going to attempt to rescue their leader, so until he was taken down… **_Still, the end of the war is nearing, and perhaps now we can get back to what is important and rebuild our world, our civilization._**

The Decepticon sighed, moving his way towards his quarters as his thoughts continued to swirl in his helm. He was proud of his leader, and he was ready to fight for the honor of the Decepticons until the very end, just as his brother had…

………………..

Magnus sat in the med bay within the Autobot base, his optics dim as Ratchet worked on his frame. He wasn’t terribly wounded, but it was enough that he couldn’t only rely upon his repair systems. He sighed, shuttering his optics as he thought about everything Megatron had so vindictively spouted about their Prime on the battlefield. **_He is torturing him… Torturing him, using his frame, and ripping him apart. He probably is this very moment and here I sit contemplating what to do about it all._**

Ratchet frowned as he looked up at his temporary leader, his own optics dim with worry over his team and Optimus. Ratchet hadn’t been on the battlefield today, Magnus insisting on him remaining behind in case of emergencies, but the medic had heard some of what had occurred. He had heard Arcee and Magnus’s fight when they first arrived back at the base, the femme furious that they had retreated, that they had _failed_.

Magnus had calmly ignored her at first, carrying the unconscious Starscream through the base as she berated him. His calm demeanor didn’t last though, and when she had finally mentioned what Megatron had bragged about, about using Optimus, about the Prime breaking under him and them just running from the warlord, Magnus’s ever presented control cracked even further.

Ratchet had to admit that the blue mech had warned her at first to stand down, but as she pushed, and pushed, and pushed at him, he had finally turned on her his optics blazing furiously before losing it on the femme.

“I AM THE LEADER HERE ARCEE! We were overwhelmed out there, and I could have lost even more of you to that monster! I am sickened by what he said as well but I will NOT allow another of us to be captured! We need to heal, we need to plan, and we need to KEEP OUR HELMS! We have a prisoner to attend to, and wounds that need repairing. Concern yourself with THOSE and THEN we can move forwards.”

Arcee almost continued her barrage of blame but luckily Bumblebee had the sense to pull her back, leaving Magnus to fume and lock Starscream away in the lower levels of the base.

Ratchet had fixed up the rest of the crew since then, many of them in far worse shape than Magnus, and he had told all of the younger bots that Magnus had made the right decision given the state of their frames. The medic wasn't a super fan of Magnus but he knew without the large mech to lead them in this dark time there would be far less of a chance to rescue Optimus.

“You are all set now Magnus.” Ratchet said quietly, gathering his tools for his journey down to fix up their prisoner.

The larger mech nodded, his optics still dim as he stood. “It will only be you and I medic. I believe the rest of the team to be too emotionally invested to think clearly enough to be present as we question Starscream.”

Ratchet looked up at the larger mech, “I understand.” He said shortly as he picked up his medical kit and followed Magnus out of the clinic.

The two mechs walked silently down to the holding area, Magnus turning the lights on as a groan sounded from deeper in the room. Magnus and Ratchet looked over find Starscream blinking rapidly as he peered over at them from his cell.

“About time…” The seeker muttered out, adjusting his optics as the two mechs approached him.

“Sorry mech, we were busy repairing the damage _you_ helped create today.” Ratchet snapped out, his optics flashing angrily as he glared at the smaller mech.

“I didn’t fight, not really medic, or hadn’t you noticed. Oh yes I forgot, you are never around when a fight breaks out now are you?” Starscream mocked, his own optics flickering as he sneered at the medic.

“Well I would be if you fragging monsters would just…” Ratchet started just to feel Magnus place his servo on his shoulder.

“Calm yourself, Ratchet. I would like this to be a _civil_ conversation.” The larger mech said sternly, his ire more pointed at Starscream than Ratchet. “Will you cooperate, Starscream?”

The seeker scoffed, his helm shaking as he laughed at the bots before him. “Why do you think I am here, fools? Do you really think I am so easy to capture?”

“We have before…” Ratchet retorted with a smirk.

“Please mech. You have never gotten close to me without me first inviting you.”

“Or begging us.” Ratchet said dryly, his arms crossing over his chest plates.

Starscream snarled, “Well when you work under a mech like Megatron sometimes it is better to ask for help from your enemy rather than your leader.”

Magnus sighed, “Enough Ratchet, please. As for Megatron, that is what I need to speak with you about Starscream. I need your intel to help us rescue Optimus Prime, and you will either help us willingly or through a patch.”

Starscream’s optics widened and he smirked up at the larger mech, “I am impressed by your threat Ultra Magnus, I didn’t think you had it in you, but it is unneeded as that is exactly why I have allowed myself to be captured. In fact, I think I need your help in dealing with Megatron more than _you_ need _mine_.”

Both Autobots blinked at him for a moment, confusion on their faceplates until Ratchet growled. The medic stepped closer to the cell, his servos gripping the bars as he glared hatefully down at the flyer. “We are _not_ going to help you with one of your fragging schemes Starscream! We are doing this for Optimus! Him, and him alone!”

The seeker nodded, his helm lifting defiantly towards the fuming medic, “As am I.”

Magnus frowned, his optics narrowing as he peered suspiciously down at the smaller mech. “Clarify.”

Starscream shifted, using the bars next to him to help him stand and he began pacing in his cell. “Megatron is insane...”

“No kidding.” Ratchet interrupted, but quieted as Magnus shot a look at him.

The flyer cleared his vocalizer once more before continuing. “Yes, he has always been rather _unhinged_ , but ever since Orion left him a second time his madness has bloomed exponentially. He has continually abused his team, myself included, and _now_ he has the one mech he hates more than any in his servos and he aims to tear him apart.”

Ratchet growled as Magnus sighed. “Yes, he clarified his intentions today on the battlefield. In fact he made it clear he has already started his wicked plans.” The larger Autobot said evenly even as his spark whirled nervously within his chassis.

“Yes, he has and he will succeed in his plans, I promise you that.” Starscream said darkly, pointedly looking between the two mechs.

“Optimus is stronger than that slag heap!” Ratchet insisted, but he too felt his spark ache worriedly.

Starscream scowled at them, his optics narrowing. “Apparently me saying Megatron is _insane_ hasn’t illustrated the truly _horrific_ position your oh so noble leader finds himself in right now.” He grated out, his denta flashing as he snarled at the two idiots in front of him. “Let me try to paint a more accurate picture.”

The seeker walked closer to the two mechs, his optics blazing as he stared at the two of them. “Megatron will tear him apart, slowly. He will use Optimus’s honor, his need to protect others against him. He will tear into his processor, rip his layers back and that is only the beginning. He will also destroy his frame. I saw it mechs, the first night. He took him in front of everyone, Optimus was feverish, his leg crippled and bleeding everywhere and Megatron used him, made him fall to his touches and then laughed about it. The next time I saw the Prime was in the halls of the ship. Megatron started in on me and Optimus of course came to my defense, it was then that Megatron beat his helm in until his faceplates were hardly recognizable and then dragged him off to his quarters. I am certain that the show he put on with the Prime in front of the entire ship will be far less wicked than what he will do to him in private. Megatron has hooks screwed into the ceiling of his quarters just to hang mechs from, if that gives you some…”

“STOP!” Ratchet suddenly cried out, his servos shaking as he gripped tightly to his med kit. “Please, just s-stop…”

Starscream scoffed but fell silent as he glared at the two mechs, Magnus lifting his helm as he vented deeply.

“Why, why help us help Optimus?” The large mech asked quietly, and the seeker laughed bitterly.

“If the Prime falls, who can destroy Megatron? _You?_ Look at how today’s battle worked out.” Starscream sneered out, pulling another growl from Ratchet. “In his state of processor I think there is nothing Megatron won’t destroy. He is still searching for the relics from the database, and if he finds a way to restore Cybertron, we will all be cursed under his maniacal rule until the fragger finally ceases to function.”

 The Decepticon sighed, his shoulders slumping suddenly as he looked away. “I, I am not so selfless, I will admit that that reality terrifies me. That it could be possible to have Megatron become the Lord of all of Cybertron… Could you imagine?” He asked quietly, his optics dimming as he shivered.

Both Ratchet and Magnus felt a tremor of fear run through their frames as well. For so long they had been fighting, always with Optimus by their side. They had always hoped for the end of the war, the restoration of Cybertron but with Optimus now taken, and listening to Starscream… Megatron’s own second in command speak of his fears concerning Megatron being the one to rule Cybertron, it was like facing the unthinkable.

“I want to help you get Optimus back. I want to help take Megatron down once and for all. I am tired of this war, I am tired of fighting, and I am _tired_ of being afraid. I am tired of being ruled by, OWNED by, RAPED BY, TORN INTO day in and day out by Megatron! I can’t… I c-can’t d-do it anymore. I can’t… He… He has taken so much of m-me and tw-twisted it! Over, and over, and over again! I h-have nothing, NOTHING LEFT NOW! So, I, I can’t… Please… NO MORE!” Starscream cried out, his frame shaking as he wrapped his arms around him. He hadn’t meant to lose it in front of these mechs, it was pathetic, it was disgusting but he had been suffering for so long in silence and now…

Ratchet’s optics widened as Starscream began to sob, the smaller mech falling to his knees as he crumbled before them. He had seen Starscream pretend many emotions, try and manipulate his way into pity, or help but this, this was so raw and unexpected and it terrified the medic.

He looked up to Magnus, the blue mech’s ever stoic faceplates sharing the shock his own wore and he felt his spark sink at the sight. “Magnus, this is so much worse than… Than we knew. What are we going to do?”

Magnus pulled his optics from the now curled up seeker, looking down at the medic as he fought the panic that threatened to overwhelm him. He vented in slowly, his processor reeling with everything he had discovered today, but he would remain in control, he had to. He would be strong for his team, for Optimus, he could do this. “We plan. Starscream, what… What can you give us?”

Starscream looked up, his frame shaking terribly as he did so. “Anything… Everything, just help… Help us. Knockout and Soundwave have suffered under him as well… I know it. We have allies there, we just don’t have the strength to handle this… We need your help, frag the universe needs your help!”

Magnus nodded numbly as he stepped forward and unlocked the cell before him. “You will remain cuffed, but I do not believe you need to be locked in a cell. Take him up to the med bay Ratchet, repair him and then let him rest if…”

“NO! No, every moment we waste is another layer of Optimus being torn apart. Let’s begin as soon as possible!” Starscream said, wiping at his faceplates as he forced himself to calm down.

Magnus looked at Ratchet and the medic nodded. “I can repair him as you both talk. I agree with him, we need to get Optimus out of there as soon as possible Magnus.”

The blue mech nodded as he grabbed Starscream’s shackled wrists and led the mech to the upper levels. “Very well, just do not push yourself so much you fall into emergency stasis.”

Starscream laughed, “I won’t. There is too much to do now, and it will only get worse as time goes on. If I know Megatron he has probably already sent a message to any wayward Decepticons about his capture of the Prime. Very soon we may just have even more sycophantic bots to deal with, and those that are blindly loyal to Megatron are the worst of the worst.”

Magnus frowned, his spark thundering faster as he walked. “I hadn’t even considered that.” He said berating himself for being so ignorant but Starscream merely snorted.

“Well, now you have me to help. I have been with Megatron for eons, I have learned a thing or two about how the mech works and unfortunately that means I know how little time we actually have.” The seeker said with another shiver.

Ratchet looked over at the mech, a frown forming on his faceplates. “Do you know how he was captured, Starscream? We just lost his signal suddenly and…” The medic’s optics dimmed, guilt for not being able to locate Optimus once his signal disappeared fleeting through his spark and processor.

Starscream nodded, “Yes. That earth quake had him trapped in a place where he could not contact any of you. Knockout happened to find him, and when he sent a distress signal, unfortunately it was Megatron that answered.”

“Fraggin _Knockout_ turned him in?” Ratchet started, fury running through his frame only to have Starscream glare at him.

“No, fool! Knockout didn’t even realize Optimus was trapped when he sent the signal. In fact you owe the mech! If it weren’t for him Optimus would be suffering far more than he already is! Knockout… Well he seems to have developed a soft spot for the Prime, if you get my meaning.”

Ratchet scowled at the mech, “Soft spot?” He asked cautiously and Starscream looked at him flatly.

“Honestly mech? Arrrgh, he and the Prime seem to have gotten close through this all. Like, _close._ ” The seeker said and Ratchet laughed at him.

“Prime and Knockout, now that I can’t…”

“Is it really so impossible to believe? Is it just because Knockout is a Decepticon? I thought Autobots were all about believing in the good in all mechs, or does that only apply to your Prime?” Starscream scoffed once more shaking his helm. “If it is only him, all the more reason to save him because frag it if we don’t need more mechs like him around.”

Suddenly Starscream blinked, remembering when he had heard Knockout say something very similar not so long ago. **_Well would you look at that, maybe the mech was right. We really all could use a little more Optimus in our lives. Course, who Optimus used to be… By the time we get to him, who knows how the poor mech will be. Stay strong Prime, we all need you._**

……………………

Optimus lifted his weary helm as Megatron’s door opened and the warlord entered. The silver mech walked in slowly, his optics scanning over Optimus’s still bleeding frame, and he found himself frowning at the sight. **_What the frag did Knockout even accomplish? He looks just as injured as before. Perhaps I ripped into him too much?_**

He smiled down at the chained mech, his smile wide and wicked as he crouched before the Prime. “I see you have calmed down a bit, Pet.”

Optimus sighed turning his helm away as he remained silent. Megatron frowned once more, placing his servo under Optimus’s chin as he moved the mech’s helm back to him, and Optimus’s dim blue optics looked up at his wearily. “You look tired, let’s wash and then rest, yes? If you are good I will allow you to share my berth with me, otherwise you will remain in chains.”

“I pr*efer ch*ains.” Optimus grated out, his optics narrowing defiantly at the larger mech, and Megatron snorted at the sight.

“Such a defiant, Pet. I have to admit Optimus, I give your willpower some credit, but I will break that soon enough. You already shattered quite a bit today didn’t you?” He said smugly, enjoying the flicker of shame that ran through the smaller mech’s optics.

Megatron stood, going to his energon cabinet as he pulled a cube out for himself. He looked down at Optimus, certain the mech was low on fuel, but given his screaming fit from earlier he figured his Pet needed to understand he should _appreciate_ what his new Master gave him instead of having a fit like that, so he would remain hungry for tonight.

The warlord moved over to his berth, sitting down as he scanned over Optimus’s sagging, bleeding frame. “You would have been proud of your team today, they fought long and hard for you, but still could not prevail. Seems they aren’t whole without you, Prime.”

Optimus felt his spark jump as he thought of his team, his resolve and wall of apathy shaking slightly as his concern for them grew.

Megatron peered at the smaller mech over his cube of energon, a smirk growing on his faceplates. “I will have them soon enough, and they will be able to witness what has become of their mighty Prime. See what is left of you once I finish. How do you think they will take the news? How do you think they shall deal with their leader becoming nothing more than my thoughtless pet?”

Optimus growled, every moment this mech spoke it grew harder and harder to just remain still and not fight. **_No! You don’t have the strength! You need to heal! Let him have tonight! You need to recharge, to fuel, your leg needs to be functional… Ignore it, ignore it all… Please? Think of the others, think of Knockout, they need you, your team needs you THIS IS NOTHING COMPARED TO THEM!_**

Megatron scoffed as he watched Optimus tremble in fury, but still the mech remained non-combative. In a way it was disappointing really, it was far more interesting when the mech fought him. He enjoyed the prospect of the Prime’s submissiveness but after the battle today, Megatron’s frame wanted more action, he _wanted_ Optimus to fight. Smiling wickedly as he thought of ways to get the Prime riled he stood, his servo going out as he pet the mech’s helm gently, like he would an animal.

Optimus vented angrily but knew being chained as he was he couldn’t get too far from the mech so he merely hung his helm and tried to ignore the mech’s taunts.

“I think perhaps I will give some of your crew to mine. I know Shockwave would love to have his servos on that little scout of yours, test how many sounds he can get the little mech to make with his broken vocalizer…”

That seemed to bring some tension into the almost unresponsive Prime and Megatron smiled wider as the mech’s vents increased, a low growl rumbling deep in the mech’s chassis.

“Or better yet, that old medic… Perhaps I could have Shockwave mess with his processor enough to get him to join our side.” As Optimus’s growl increased in volume and his frame shook with fury Megatron laughed, lowering his helm so it was right next to the smaller mech’s audial. “Then I could finally rid myself of that incompetent mess of a medic I have, end that fragger’s miserable existence once and for…”

Optimus roared, his helm flying as he smashed it into Megatron’s with a resounding crack. Without giving Megatron a chance to recover Optimus brought his helm back just to slam it sideways once more, it only clipped the warlord’s helm as Megatron had obviously read his movements and moved away.

Megatron screamed as he pushed the Prime from him, his dermas bleeding from Optimus’s blows. “Arrrgh, fragger!” He stood and stomped over to his closet, flinging open the doors as he acted furious but in truth he was loving that he had finally gotten under the mech’s plating.

He grabbed a small wand from in there, something he had used plenty of times during interrogations and moved back over to the snarling Prime.

“Ohhhhh, I love breaking down your spirit, and I think this shall help it that endeavor, Pet.” He said wickedly as he lifted the wand he held. “Do you know what this is? It is much like the cattle prod that is used here on Earth. It is a very effective tool to get answers out of mechs as it normally doesn’t ever force the subject into stasis, if anything it helps wake them up just a little more.”

As Megatron hit the small switch on the odd tool he held, Optimus’s optics widened as the crackling of electricity could be heard, and he saw blue energy jump from one of the wand’s prongs to the other.

As the warlord lowered the tip in between his shoulder blades, Optimus tried to brace himself for the pain to come, but nothing could have prepared him for the outright agony that suddenly ripped through his frame.

“AR**RRRR**R*RGH!” His helm flung back, his entire frame jerking as the charge coursed through him, but unlike Soundwave’s shock he realized just how true Megatron’s words were as he stayed conscious the entire time.

Kliks, breems, vorns seemed to pass, until finally the wand was pulled away, and Optimus fell limply against his chains with a broken moan.

“Oh, that was wonderful Optimus, truly. I think we will try somewhere else now.” Megatron said as he lifted the wand and placed it against the back of the Prime’s neck. “This will hurt.” Was all the mech said before flipping the switch once more.

Optimus half sobbed as fire tore through his neck, the electricity making his processor glitch, and his optics flicker on and off. He couldn’t think, could speak, and by the end even scream. His intake just hung open, his vocalizer emitting nothing but its own mess of chirps and crackling sounds.

Megatron pulled the wands back, peering over his jerking prize happily. “I just wanted to wash you, Prime. Wash you up and go to berth and now look at what you made me do.” He said disapprovingly, his servo going up to the ceiling as he unlocked the chains there, and Optimus collapsed to the floor.

The Prime was fairly certain Megatron was talking to him, but he couldn’t seem to get his processor working well enough to understand what the mech was saying. His audials rang, and optics wouldn’t stay on as he twitched and whimpered on the floor. **_Pl*eease… S*to**p…_**

Megatron flipped the mech over, forcing him to his back as he lifted the wand and placed it against Optimus’s chestplates. He knew this was a spot that normally broke mechs, having so much power rip into their spark was a torture like no other, and he couldn’t wait to see how the mighty Prime handled it.

Optimus’s processor seemed to finally connect for a moment, his optics widening as he realized where the prod was now, and he felt his spark freeze at the sight. “M*ega**tron… N***ooo, P*LEEEAS**E!” He begged, trying to shift his frame away as Megatron laughed at him.

“Oh, I love hearing you beg Prime.” The warlord purred out lustfully before hitting the switch and watching as the mech beneath him shattered.

“AAARRRR****GGG***HHH****HHH!” The pain that took over him was blinding. His vision went white, his entire existence becoming nothing but fire. Nothing existed anymore, nothing but this pain. It felt like he was dying, his spark exploding within him, but still it went on, and on, and onnnn.

The Prime dissolved under that fire, his already glitching processor scrambling to reroute the energy in his spark so quickly that it ate at its own circuitry. Images flashed before him, scents, memory files became corrupted, or opened unconsciously, it felt like he was literally being rewritten from the inside out.

Once Optimus stopped screaming, his frame merely jerking as he lay there Megatron wondered if the mech had actually ended up in stasis. He frowned, pulling the prod away as he crouched next to the smoking mech. “Prime?” He inquired quietly, watching as Optimus’s flickering optics turned to him, and the mech whimpered as he twitched. “Ahhh good. I think you have learned your lesson, no? Let’s wash up now, what do you say?”

The smaller mech remained silent, only laid there and jerked as Megatron began undoing most of his shackles. He knelt down, working to move Optimus’s arms to his front and re-shackle them, surprised by the mech’s lack of fighting, but he was certain the mech was exhausted now. Once Optimus’s arms were positioned in front of him the warlord picked the mech up gently moving to the wash rack he had to the side of his quarters.

The wash room was a large tiled room with multiple shower heads, one on each wall, and a large drain in the center of the floor. He sat the weak Prime against the washroom’s wall as he moved to turn the cleaning oil on, its warm spray firing to life and steam immediately filling the room.

Megatron moved back over to the still silent Prime and picked him up, cradling the smaller mech to his chest as he looked down at him. “This is probably going to sting, but I will be as careful as I can, Pet.” He said softly as he slowly moved their frames under the warm oil.

The moment the wash came in contact with Optimus’s plating he cried out, his frame shrinking in on itself as he tried to pull away. From the numerous injuries, as well as acid wash he had gone through earlier, and the spots where the prod had electrocuted him everything hurt and the warm oil felt like acid all over again.

“Ah*hh*hh…” He whimpered weakly as Megatron continued to move him further into the spray.

Megatron frowned at the smaller mech, watching as Optimus tried to hide from the wash and burrowed closer to his chest. “I know it burns, but don’t worry, the pain won’t last forever, Pet.” He said sweetly, enjoying how Optimus seemed to be curling into him for protection.

The smaller mech bit his lower derma, forcing his cries to cease as his frame shivered in agony. He shuttered his optics willing himself to just pass out from the pain, but it seemed he would not be so lucky. He still couldn’t think straight, his processor a mess of broken commands, and files all muddled either becoming inaccessible, or blaring to life unwittingly. He wasn’t even sure where he was, or who held him, he just knew there was so much pain… So very much, and he wanted it all to stop.

Megatron held Optimus tightly as he slowly lowered them both to the floor, the silver mech leaning against the wall of the shower before placing the smaller mech in his lap.

He smiled as he watched Optimus’s frame ease in his arms, happy the mech was being so submissive once again. **_Perhaps I am finally getting through to the mech? It is only a matter of time before I become his EVERYTHING._**

“You are being so good now, Pet. I am proud.” Megatron purred into Optimus’s audial. He grabbed a small piece of mesh from a hook on the wall and began to wipe the energon from the smaller mech’s frame. He was gentle in his movements, especially careful around the larger, or fresher wounds.

“See how much better it can be for you? When you are good, it won’t hurt so badly.” Megatron smiled wickedly, leaning down to nip at the other mech’s throat as he chuckled. “Unless you want it to hurt that is, and I will happily oblige my Pet his perversions.”

 “Uh*hh**hh…” Optimus whimpered as Megatron’s servo slipped between his thighs, his frame shivering under the familiar touch. He groaned, his heavy muddled helm lifting as he tried to understand where they were now. **_Wait… Who… Who is here with me? Is he going to help with the pain?_**

“I love the sounds you make for me.” Megatron growled out, his servos running over the smaller mech so softly, one cleaning the mech’s chassis as the other lazily rubbed at his modesty panels.

“Orion and I used to do this often after interfacing.” The warlord said quietly, his spark aching at the thought of his love, but he forced himself to remain in control of his anger. “We would just sit here, his servo entwined in mine as we sat in the simple moment. It was like he had never left me. He would speak of our old dreams, reminisce of times I long forgot… It was beautiful.”

Optimus frowned, listening to the mech behind him. He sounded familiar, he sounded kind, and he, he knew this mech. He whimpered brokenly, his frame heating as the kind mech’s caresses continued. His helm fell forwards, his optics staring at the floor before him when suddenly he realized he remembered staring at this same spot before.

He shook his helm, the odd memory pulling him from his apathetic state as he stared at the familiar cracks in the tiles, the discoloration, how the oil swirled in the same direction as his flash. **_Wh-why would I know this place? Why does it feel so familiar?_**

Megatron tilted his helm as Optimus began to bend forward, the smaller mech’s optics pinned on the floor before him. He let the mech move, curious as to what had suddenly fascinated  him so much.

 ** _These cracks, I have seen them. It was a good night, nothing hurt then, only pleasure, and, and music…_** The broken mech thought as he leaned back once more, his vents easing as he snuggled into the bot that held him. “T*he mu*sic sto*pped.” He said wearily, his hips lifting into the servo that rubbed between them.

Megatron froze, his frame shivering at the Prime’s words. “Wh-what was that? Reset you vocalizer a few times.”

The smaller mech did, swallowing painfully as his obviously injured vocalizer tried to work properly. “Mus*ic, it stoppe*d.” He said again, sighing as he shuttered his optics.

Megatron couldn’t vent for a moment, his spark aching terribly as he looked down at Optimus’s broken frame. **_Music… Why would he mention music? I… Orion loved having music while we… When we washed… Always really! WHY WOULD THE PRIME MENTION MUSIC!?_**

His first instinct was to throw the mech away from him, thinking that Optimus was playing with him once more, but as the mech snuggled closer, his field open, in pain but also at peace, Megatron felt himself frozen. **_What, what is happening? What is this?_**

He decided to allow this game to play out for the moment, if anything to get some answers. “What music?” He asked, forcing his voice to sound pleasant and not fall to his fury.

Optimus, or what should have been Optimus laughed weakly, “Our m*usic, Me*gatr*onus. It s*topped. I was en*joying it.” He turned his helm, his still flickering optics looking up at the warlord sweetly as he smiled wearily. “Lov*ley mu*sic…”

The silver mech couldn’t vent, his whole frame going ridged as _Optimus_ asked for Lovely music. It was the term Orion had used for some of the human’s songs. Megatron, once Orion had expressed an interest in the Earthling’s songs, had made an entire data stick filled with songs his love might enjoy, and they used to listen to it as he bathed his love…

**_But HOW COULD PRIME KNOW THIS!? WHY!? How does he know!? Is this a game or…_ **

The frame in his arms whimpered, twitching slightly as it tried to ignore the agony that filled it. “Everyt*hing h*urts Megatronus… W*hy?” Optimus asked him, and Megatron had no answer, he had no words.

Terror ripped through Megatron as he looked down at his enemy, the mech that had taken his love, and he was working on destroying because of that deed but, but as he looked into those innocent, pain filled optics all he could see was Orion. **_Primus, have… Have I somehow brought him out?_**

As Optimus continued to whimper and curl into him, Megatron swallowed hard before speaking. “O-Orion?” He asked quietly, reverently.

Immediately the smaller mech looked up at him, his faceplates grimacing through the pain that filled his frame. “Me*gatronu*s?”

Megatron gasped, his frame trembling as he tried to still the chaos in his spark and processor. **_No, no it can’t be him! I CAN’T BE! Stop… STOP IT! He is playing with me! This… This isn’t ORION! IT CAN’T BE!_**

The smaller mech whimpered once more, his optics filling with coolant as the pain in his frame never seemed to cease. “I hu*rt… s*oo much, Mega*tro*nus…” He looked at his love, his optics bleeding coolant freely as the larger mech stared down at him. “He*lp… Help me*ee…”

That was _it_.

 Megatron screamed as he threw the mech away from him. “YOU AREN’T HIIIIIM!” The smaller mech slammed into the floor hard, his helm cracking against the tile, and suddenly Optimus’s helm cleared.

He blinked through the energon that slipped down the side of his helm and into his optic as he tried to crawl away from the now screaming mech behind him. He wasn’t sure how he got into the wash room, perhaps he had passed out, but now that he was awake…

Megatron raged behind him, Optimus feeling his spark wither in fear as he tried to crawl away faster. “ST*OP Megat*ron… I, I don’t unders*tand!” He pleaded, still trying to work through whatever he had done to infuriate the mech so much!

Megatron stopped, his optics blazing as he realized how severely Optimus’s mannerisms changed once he threw him away. No longer was his voice meek, no longer was his field open… It was Optimus, it was the Prime before him now, he had no doubt so… So before… Before could have been…

 ** _It is just like earlier, when Optimus had called out Megatronus… His field had been open then too, maybe, maybe through breaking Optimus I may get Orion back?_** Megatron stared at Optimus, his processor reeling. It wasn’t possible, was it? What had brought on the change? When had it started, how and, and could he do it again?

The silver mech looked up, his optics looking past the wash room’s doorway at the wand he had used earlier and his optics narrowed as he stepped over Optimus’s struggling frame as he went to retrieve the prod.

Optimus watched Megatron walk away from him, his spark whirling with hope that the mech would just leave him alone, but as he saw the mech grab the wand once more panic filled the him. “Noo*ooo, ple*ase! Ple*ase Meg*atron!” He begged, his servos clawing into the slippery floor as he tried to move faster. He knew, somewhere deep inside him that he couldn’t get away, but that didn’t stop him from trying.

His desperation tripled as Megatron turned back to him, the silver mech looking oddly contemplative as he strode over to the terrified Prime.

“Noo**oo… N*ooo, I w*ill, I will be g*ooood!” Optimus promised remembering how wretched he had felt when that, that _thing_ tore into him.

Megatron ignored his pleas, kicking the mech to his back as Optimus tried to fight him, his shackled servos hitting the warlord weakly as he sobbed.

Megatron easily brushed the smaller mech’s attacks away as he lowered the prod, pinning it to Optimus’s helm. **_Perhaps it was here, or the spark chamber, or a mix of the two? Let us see…_**

Optimus screamed in frustration and horror as Megatron stepped onto his arms pinning them as he brought that terrible weapon to his helm. “P-pl*ease… Ple*ease Me*gatro…. _ARRRRRRG***HHHHH**HHH!”_

Once more fire filled his helm, and Optimus wailed as everything became a blur of agony and chaos.

Megatron watched carefully, his dermas pursed thoughtfully as Optimus screeched and shook under him. He only held the wand to the mech’s helm for a few kliks before lifting it and bringing it down to his chest plates. Optimus whimpered and moaned as his optics flickered, but he said not a word, not like last time, until the wand sparked to life and he roared.

One klik…

Two…

Three…

Finally, as before Optimus’s screams ceased and Megatron pulled the prod away. He knelt next to the mech, his spark thundering as Optimus’s frame twitched and recovered slowly, but he remained patient. This was far too important to rush, and when the other mech’s optics finally stopped flickering he called to him gently.

“Orion?” Megatron asked, his voice quiet but spark and processor swirling madly within him.

Optimus raised his helm, a pained gasp coming from his intake as he groaned. “S*ome*thing is wr*ong…” The mech whimpered out brokenly, his optics dripping coolant as he looked desperately to the mech above him. “He*lp m**ee, M-Meg*atronus…”

Megatron gasped, throwing the prod away as he scooped the smaller mech up and pulled him close. “Ohhh, Ohhh Orion… Oh Gods!” The warlord sobbed, his frame rocking his love as he held him. He had done it! He wasn’t certain how, or for how long Orion would remain but that he could access him, that he could pull him out…

Orion shook in the arms of his love, his processor glitching, and frame in wretched pain. He wasn’t sure how he had gotten here, what was happening, or what was wrong with him, but that he was in Megatronus’s arms, he knew at least he wouldn’t be alone… That someone could help…

He watched as Megatronus cried, his spark aching for the mech, not understanding why he was so sad, so broken… **_Am… Am I dying?_** It certainly felt that way, his spark felt awful and that he couldn’t think, couldn’t remember anything…

“Mega*tronus… Am, a*m I sick?” He asked painfully, his frame jerking once more as his love lifted his crying helm and looked down at him. Orion was amazed at how angry the mech looked, he had never seen Megatronus look like this and he felt a trickle of fear run through him at the sight.

“Yes, my love. You have a disease within you.” Megatron spat out, his optics narrowing as he grit his denta together. He sighed, forcing himself to calm down as Orion looked up at him fearfully. “Do not fear though my love, for I aim to cure you. I will destroy this virus within you, I swear. It, it will hurt but at the end it will be just you and I, as it always should have been. I swear.”

Orion vented raggedly, his frame’s pain nearly forcing him into stasis as he fought to understand. **_I am sick? A virus? Is that why everything hurts so…_**

Suddenly Orion gasped, his helm flying back, and frame arching as a guttural, pain filled groan escaped his intake before turning to a growl and Megatron felt fury fill him as he watched Optimus come forwards once more.

The Prime vented out, his frame stiffening as he found himself in Megatron’s arms and he snarled at the mech. “M-mo*nster…” Optimus grated out, his spark and helm aching terribly as he struggled to pull himself from the demon that held him.

Megatron smiled wickedly down at the mech, his sharp denta shinning bright as he did so. “Oh Optimus… This is going to be far more fruitful than I had ever imagined.” The silver mech caressed his Pet’s helm, licking his dermas as he plotted. “You _are_ going to repay me for what you stole but where I thought there would be nothing but a mindless slave at the end, I now see a light. All I have to do is cure Orion from his sickness… All I need to do is remove the virus that ails him, the virus that is _you._ ”

Optimus’s optics widened, his vents freezing in his chassis as he scanned over Megatron’s blazing optics. _**W**_ ** _h-what is he planning? Primus please… Please help me be strong, please?_**


	10. Shadows and the Sun

**Notes for the Chapter:**

> Hello everyone! Sooo, thank you to all the new people who commented! So cool to hear feedback, and of course all you guys that always enlighten me with your thoughts. YOU GUYS ROCK! Ok, this chapter is long. Hope things don't get muddled because of length. Now, fluff starts at end, or middle, but it is there! This is a roller-coaster of emotions, and illustrates the growing or diminishing, dynamics between characters. Hope it makes sense, and sorry for errors. K, all aboard and hold on tight!

Megatron smiled wickedly down at the weary Prime, his optics bright as he contemplated. “Come Pet. I grow tired. You may stay in berth with me for now, don’t want you getting sicker than you already are.”

Optimus groaned as he was lifted, his useless leg dangling as Megatron carried him to his berth. He didn’t understand what had happened today, how he had lost so much time. He didn’t understand what the warlord meant by a virus, or Orion…

He was exhausted, broken, his optics still dimmed and flickered, his vision was blurry and his thoughts scrambled and if he was honest with himself, he was terrified.

 He wanted to be strong, he wanted to be the Prime through all of this, be the example, be the rock but he knew deep down that he was breaking.

He was breaking.

As much as he fought it, as much as he tried to keep his helm Megatron knew, he knew what he was doing. He knew how to break into him like no other ever had, and why wouldn’t he?

For eons they had been at war, they knew each other more than any other bots. You could learn so much from fighting with someone for so long. Seeing one at their lowest most broken moments, or in their greatest victories, it was all there, laid out for the warlord to use, and that didn’t even include his experience with Orion.

The fact that Optimus didn’t know Orion, or remember him gave Megatron a vast advantage over the Prime. During his time as Orion Megatron had loved the mech, learned everything about him on a completely different scale, Megatron knew his frame even better than he did, and he had shown him just how true that was.

As the silver mech lay him on the berth, Optimus remained still. He was too tired to fight, too broken and hoped just for some rest but when Megatron moved away from him, the larger mech walking over to retrieve the wand, Optimus whimpered miserably.

“Noo**ooo m*ooore, ple*eease…” He pleaded, wiggling his frame away as Megatron neared him.

“Do not fear, Pet. I will spare you the shocks as long as you behave, but I want this close if I need it. Will I need it?” Megatron asked gently, smiling as Optimus shook his helm weakly. “Good, good boy. I am not completely ready for recharge though pretty Pet, and since you will not be with us for too much longer I think I will enjoy the time we have left with those defiant optics.”

Optimus moaned brokenly as Megatron slid into berth next to him, the larger mech’s servos sliding over his frame feverishly. The warlord smiled wider, his sharp denta shinning bright as he peered, almost lovingly, at Optimus. “You know, I think I will miss you in a way Optimus.”

The smaller mech’s flickering optics narrowed and he looked up at the mech above him. He didn’t understand what Megatron meant by that? Did he really think he could break him down to the point Optimus would just disappear? Could he? Could he actually do it, is that what happened today? **_Primus… Help me stay here… My team needs me, Earth does, Soundwave, Starscream… Knockout needs me._**

The warlord chuckled at Optimus’s confused look. “No matter, ease your spark for now and just feel. I can be very kind and gentle if need be, and given what I have learned today I am feeling very forgiving.” Megatron’s servo moved lower, and he grinned as Optimus tried to close his legs tightly. “Ohhh, now don’t be like that, Pet. It will feel good if you don’t fight, but if you do there is always the wand.”

Optimus turned his helm away, fighting the tears that began burning in his optics as he opened his legs. He hated the wand, it did something to him, it broke him down far faster, and made him confused. He needed to be able to think, he needed to be able to plan. He wanted to ready for whenever Knockout’s plan needed to spring so he could be right there for it.

Optimus vented in as Megatron’s digits lightly scraped at his modesty panels, the larger mech’s claws gently working in between the seams there as he purred. “Open willingly Pet, or I will do it for you.”

The Prime shuttered his blurry optics, stilling his aching spark as he did as he was told. He repeated a mantra in his helm as Megatron’s servo dipped lower. **_You can do this, you can. Think of those that need you, be strong, this means nothing, they mean everything. This means nothing, it means nothing, it…_**

As Megatron’s digits worked along the folds of his valve Optimus fought from attacking the mech. He knew he wouldn’t really be able to damage the mech, and would just have that wretched wand tear into him if he did, but still… To just lay back and take this, to just allow Megatron to defile him and not fight it to the very end…

Megatron frowned, his optics scanning over Optimus’s shuttered optics, his digits running over the mech’s dry port and part of him really wanted to just use the wand again to pull Orion back out. To make love to Orion once more would be a gift, but he had to be careful. The fact that Optimus’s optics were still flickering and his frame jerking now and then was worrisome. He would have to get Shockwave to build something less destructive to help break Optimus down, he didn’t want to ruin Orion in the process, never Orion.

He sighed, his frame lifting as he worked his way down between Optimus’s legs, the smaller mech not opening his optics or changing his position as he did so. Megatron grabbed Optimus’s legs and pulled them far apart before lowering his helm and licking at the smaller mech’s open valve.

Optimus shivered slightly as he felt Megatron’s glossa slide over the outside of his valve, his denta grinding painfully in his intake as he repeated his mantra. **_It means nothing, nothing… Nothing…_**

The warlord wrapped his servos around the smaller mech’s hips, lifting them high as he pushed his faceplates deeper between them. His glossa plunged into the mech’s valve, pushing in and out as he prepared the mech for his spike. He wanted to make sure to be easy with the mech because now he knew Orion was still there, and soon enough would be the _only one_ there.

Optimus felt his optics burn as his frame began to betray him. With every thrust of that monster’s glossa, every time he pressed it against the hidden cluster of nodes within him, or slurped at his anterior node the Prime’s chassis grew hotter. He fisted his chained servos, his optics now dripping a bit as he kept his helm turned away willing his frame to stop enjoying what was happening to it, to stop reacting to this creature’s unwanted caresses, but as the kliks passed it only grew harder and harder to keep silent. **_It means nothing, it means nothing… Please, Primus… I beg you… Help me… I n-need h-help…_**

When a sob unconsciously escaped from the Prime’s intake Megatron lifted his helm, his optics narrowing as he peered up at the smaller mech’s wet faceplates. He frowned, his anger growing as he stared at the mech. He was being _kind_ , he was being _gentle_ so why was Optimus acting this way? Did he not like the attention he was getting? Did he want it to hurt!? What the frag had _he_ done WRONG!? NOTHING! Yet there Optimus was taking his kindness for GRANTED!

**_Fraggin piece of SHIT! I don’t have to be so KIND! I was trying to make this pleasurable, for BOTH OF US! Ungrateful FILTH!_ **

Optimus’s optics flew open as he heard Megatron growl, and he gasped as the servos that held him suddenly tightened painfully around his legs. Turning his helm, his spark began to hammer in his chassis at the look of pure fury that had fallen over the warlord’s faceplates. **_Nooo, what did I do? What did I do to infuriate him now!?_**

“Is this not good enough for you, _Prime_!? Am I not taking care of your needs well enough!? WELL!?” Megatron yelled, his optics blazing as his claws ripped into the smaller mech’s thigs.

“Me*gatr*on… W-what d*id I DO!?” Optimus pleaded, his optics dripping coolant as his hips began to bleed. “P-Ple*ase.. St*op… I was g-good!”

Megatron snarled, dropping the wretch’s legs as he crawled over the mech, his servo reaching for the wand.

“NOO**OOOOO!” Optimus cried, his frame suddenly in full panic and he turned onto his chest and began clawing his way across the berth. He hated the wand, it took things from him, it took time, it took sense, it took HIM! “PL**EEEA*SE! I’m go*ooood! I will be go**oooood!”

Megatron caught the crippled mech’s leg, pulling him close as he lifted the wand. “YOU WILL LEARN TO APPRECIATE ME, PET!” The warlord shouted as he held the smaller mech’s legs down, pressing the wand against the bastard’s lower back and hitting the switch.

“AAAARRR****GGGHH***HHH!” Optimus screamed as his frame jerked and crackled around him. Luckily the charges that tore through him were low enough that they didn’t hurt his helm or spark so much, but that didn’t change the amount of agony he felt.

He cried, whimpered, screamed… He wasn’t certain what noises were coming from him in the end, but he was fairly certain he was begging.  “PL**EASE! I AM G**OOD! I LE*ARNED! PLEE**EE**ASE! STOOO**P!”

His lower frame felt like it had been ripped from his body. Like it was being melted within a vat of acid and he clawed desperately at the berth beneath him as he tried to get away. **_HEEEELP! PLEASE! I DON’T… I AM AFRAIID!_**

He felt so pathetic then, so young. He had seen Soundwave’s protoform, he had heard of Starscream’s abuses… They had suffered so much more than him, hadn’t they? Why, why was he THE PRIME breaking so easily? He should be better, stronger... He should be able to handle…

As the wand lifted, its wicked pronged end headed towards Optimus’s helm panic filled him once again but his lower chassis was in so much anguish, and so broken he almost couldn’t feel it and…

He couldn’t get away.

“NOOO***OOOO***OOO! PLEE*EEASE, I WI*LL BE G**OOOD!” Optimus pleaded like a terrified sparkling. He wasn’t even embarrassed at his pleas, all he could think about was the agony, the fire that would overtake him after the wand ripped into his helm, and then the _darkness_ that came after… Just to awaken sometime later to a raging warlord, where everything was always such a mess of confusion, and nothing made sense…

Megatron smirked at the Prime’s pathetic attempt to crawl away pondering for a moment on whether he should use the wand again or not and with a roll of his optics decided to spare the mech further pain.

Finally the wand turned off above him, and Optimus’s frame fell limply to the berth as it twitched. He shook his helm, his sobs shaking his frame even more so as he hid his face in the blankets and cried. “Pl*ease, pl*ease… No m*ore… Nooo*ooo _mo*oorre…”_

Megatron scoffed in disgust as he placed the wand back over to the side of his berth. “I tried, I TRIED TO BE NICE! What do you want FROM ME PRIME!? Do you WANT IT TO HUUURT!? Why, why can’t you be GOOD! WHHHY!?”

Optimus merely sobbed harder, hardly aware as Megatron lifted his hips. “Fine filth, if you want it the hard way…” Was all Megatron said before opening his spike panel and _slamming_ it into the smaller mech.

Optimus cried out, his helm flying back and Megatron tore into him. Everything was falling apart around him and… Inside of him. How long had he been tortured for? How long had he even been here? Why did he keep screwing up? What had he done so wrong?

Why couldn’t he _think_!? Why was it hard to _see_!? He was in so much pain, he was hungry, he was tired, he needed TO REST! He couldn’t hold it together now! He needed to recharge and to fuel. Maybe, maybe if he could just do that he could fight harder. He just needed a KLIK!

He lowered his helm then, his spark aching terribly as he willed it all away. He couldn’t feel anything, he didn’t want to. Just let the fragger use him and be done… Then maybe he could finally rest, finally collect himself. **_Just disappear… Just for tonight, it won’t hurt so much then… Just go away…_**

Megatron growled as he pounded into the smaller mech, his frame heating quickly as he used him. He was furious, and disgusted with his Pet. It could have been so much BETTER, but INSTEAD Optimus had to ruin it all! JUST LIKE ALWAYS!

He gripped the mech’s hips tighter, pulling him closer as his spike moved in and out of that lusciously tight hot tunnel. He peered down at Optimus, snarling at the vacant, broken expression on the mech’s faceplates. There seemed to be no life in the mech’s flickering optics, and he merely hung from Megatron’s servos. He wasn’t even crying anymore, just lying there and taking it like some empty machine!

Megatron felt his spark rage at the sight, trying but failing to control his temper. He tried to remind himself that he needed to be careful with the mech, that he would have Orion soon but Optimus just kept disappointing him, MOCKING HIS KINDNESS, HIS _CARE!_

“ARRRRGH! FRAG THIS!” Megatron cried, pulling himself out of the Prime before roaring and throwing the mech to the floor.

Optimus grunted as he hit the ground, his battered frame screaming around him as he rolled, finally coming to a stop as he smashed into the wall. He groaned, reality becoming a little clearer as he heard Megatron stand and stomp over to him.

“Fine, if you will not please me I will find my release elsewhere!” Megatron hissed out as he lifted his servo to his comm unit. “SOUNDWAVE! My quarters NOW!”

Suddenly everything was clearer as Optimus fell into full panic. “Noo**oo Meg*atron! Take ME!” Optimus begged, lifting his broken frame to its knees. “Ple**eease, just te**ll me wh-what you w**annt!”

Megatron snarled at him, kicking at his reaching servos. “Frag off wretch. I am tired of trying to please you.”

Optimus felt himself break even more so, his frame shivering in pain and terror as he tried to fix whatever it was he had done. “Pl*ease!? Gi*ve me an*other ch*ance!? PLE**EASE… MAS**TER!”

Megatron’s optical ridge lifted, his helm falling to the mech beside him as a wicked smirk grew on his faceplates. “Master?” He said curiously chuckling as Optimus nodded.

“Ma*ster… Tell me wh*at y*ou want!” Optimus asked desperately, forcing himself to ignore the shame he felt, to ignore any ounce of pride he had left as he crawled closer to the other mech. If only he had killed this mech when he had the chance… Now Soundwave might suffer for his failure!

Suddenly there was a knock on the door and Megatron’s smile widened. “ENTER!” He called out, enjoying as Optimus’s faceplates paled.

There was a few beeps before the door unlocked and Soundwave entered. “Lord Mega…” Soundwave stopped, his helm turning from his leader to Optimus’s crawling frame.

“Ahhh, Soundwave, punctual as ever. I have been having a hard time with my Pet, and have decided that he isn’t pleasing me the way he sh…”

“NO**OOO PL*EASE!” Optimus begged, continuing his pathetic crawl towards the silver mech. “I w*ill be g*ood!”

Soundwave felt his spark freeze in his chassis, his memory files fleeting through his helm as he remembered being in very similar circumstances numerous times. Crawling, begging for Megatron to use him and not hurt anyone else, and to see Optimus do it for him, Orion…

Megatron looked down as Optimus finally made it to his side, his optics blazing as the once mighty Prime begged before him like a dog. He hummed thoughtfully turning his frame, his still hard spike bobbing before the smaller mech’s helm. “Very well, but Soundwave I want you to stay, just in case.”

Optimus shuttered his optics only for a moment before opening his intake and swallowing the spike in front of him. He forced himself to ignore Soundwave, ignore that he was on his knees, ignore what was in his intake as he swirled his glossa over the huge shaft.

“Remember to look at me, Pet.” Megatron said sweetly as he gently cupped the back of Optimus’s helm and helped him move. Though the Prime was getting better at pleasing him, he was still new at all of this. He smiled as those blue optics looked up at him, enjoying each time his spike disappeared between the mech’s plump dermas just to pull back out.

Soundwave stood there frozen, he knew there was nothing he could do for the mech, not yet. Knockout was still unconscious when he had been called so he still didn’t know the plan. If he tried to fight, tried _anything_ right now it would just make things far more difficult in the long run, but he could at least turn his helm away, give the Prime some sense of privacy as he was abused.

Optimus gagged a bit as Megatron’s hips began moving faster, the larger mech venting heavily now as he rutted against Optimus’s faceplates. He felt his optics burn with coolant once more, blurring his vision even more but he forced himself to stay calm. He was afraid if he broke down Soundwave might try something stupid, so he needed to be strong. In some odd way having Soundwave there made him feel stronger, it gave himself something to fight for, to keep his helm for. He needed to get through this slag so that the poor mech wouldn’t have to in his place.

Megatron’s grip tightened suddenly, his hips smashing into Optimus’s face hard as he moaned. “Ohhhh, fraaag! Yes… Come on, come on…” He vented raggedly, looking down as Optimus looked up at him. He couldn’t wait till it was Orion there, his optics large and full of love instead of hate and desperation, and soon, so soon it would be him.

He groaned at the thought, his servos rubbing the smaller mech’s audio finials as Orion used to love. **_Soon my love, soon it will just be me and you again. Once I cleanse this disease from your frame, then we can go back to Cybertron together and have the family we always dreamed of…_**

Megatron looked up, his helm tilting over to Soundwave and he fucked Optimus’s helm. He hadn’t even told the mech of his discovery yet. He hadn’t told Soundwave about Orion! Soundwave would be thrilled, he loved the mech nearly as much as Megatron.

He did frown though as Soundwave continued to look away, but the mech had never been one to watch when it came to other’s enjoying his attention, well except for when it came to Orion.

The thought that he could give Soundwave Orion back as well made Megatron’s spark leap. His old friend had acted so strange lately, far quieter than normal and that was saying something for the mech. Perhaps him having Orion back would help pull him from the shell he had adopted recently?

When Optimus choked once again Megatron turned back to look at him, fighting the anger that always burned through his frame when he looked into those hate filled optics. He smiled wickedly, his hips moving faster and faster as he thought about finally ridding himself of this mech. “Unnnn, Unnnn oh Optimus… So soon now… Uhhhh, uhhhh, so soon and I will be rid of you for…uhhhh, forver!”

Optimus’s optics widened at that, his glossa ceasing to move as he stared fearfully up at the mech that held him. **_Why, why does he keep saying that? What does he mean? I am here, I am stronger than anything he will put me through! I am not going to…_**

Seeing the fear grow in his nemesis’s optics made a ripple of pure ecstasy roll through the warlord’s frame, and he moaned as he shuttered his optics, his thrusts becoming frantic and wild as he screamed. “UUUUNNNNN FUUUCK! ORRRIIIOOON!” He cried out, his servos pulling the helm they held tight, his huge spike pushing deep into the mech, popping through the caliper at the back of the mech’s intake before erupting.

Optimus’s servos flew up, desperately trying to push Megatron away as he fought to vent. His optics bleed coolant freely as he shuttered them, forcing himself to swallow as the appendage within him flooded his throat with its disgusting transfluid.

Wave after wave of the liquid poured down into his tanks, the Prime ignoring that he had been starving and so far the only things he had been given since coming here were pain capsules, high-grade and now…

Finally the flow ebbed, and Megatron popped his now flaccid spike back out from Optimus’s throat, watching as the smaller mech coughed and gasped before falling back to his servos. “Well done Pet.” Megatron said with a sigh, his frame tingling as he came down from his overload. He moved over to his berth, sitting down heavily as he hummed happily.

Optimus vented raggedly, his frame shaking as it threatened to collapse. He was so tired and now he just felt sick… The fact that he still couldn’t see properly didn’t help his dizziness, and what sloshed around in his previously empty tanks just made him all the more nauseous. He moaned brokenly, the world spinning around him as his processor glitched and tank roll.

He felt so beaten. His faceplates had needed to be repaired so many times, his leg still didn’t work, he had lost all of his paint, his plating was a mess of acid and electrical burns, whip lashes, claw marks. His body had been used over and over, his processor wouldn’t stay focused and kept glitching, his optics kept dimming…

“You have been good Pet, I think I will reward you with some time off.” Megatron said as he yawned. He looked to the ever silent Soundwave. “Take him down to the med bay, tell Knockout to do a fragging better job of fixing him than before, I have plans for this mech.”

Soundwave nodded as he walked over to Optimus’s kneeling frame. He slid his servos carefully under the mech’s shoulder, careful for the wounds there as he helped him. Since Optimus’s leg was still useless he had to lean in close to help the mech walk.

He looked up just to find Optimus staring vacantly at the ground, the larger mech’s optics dim as they flickered. He grit his denta, easing the mech towards the door but Megatron called to him.

“Oh and Soundwave, I have a surprise for you… You will see tomorrow my friend.” The warlord said as he laid back in his berth.

Soundwave started at that, it had been a very long time since Megatron called him his friend, actually since Orion had last been on the ship to be precise, and for some reason that Megatron was calling him that now made the smaller mech even more worried.

As he opened the door he heard his leader chuckle darkly. “Tell Knockout he may enjoy the Prime for now. Tell him it is a gift, one he should enjoy while he has it.”

Soundwave’s spark jumped at his leader’s words, but he merely nodded and led the limping Prime out of the wretched quarters without another word.

The halls of the Nemesis were empty this time of night, and the two mechs made it to the med bay fairly quickly. Soundwave kept looking up at Optimus, his dermas frowning under his mask as the mech remained silent, and just broken looking.

As they walked the larger mech slowly began hanging on him more and more, the poor mech’s limited strength seemingly pouring from him readily with each stumbling step he took. By the time they made it to the clinic Optimus was venting terribly, his frame shivering as its temperature flared.

Soundwave moved the mech to one of the berths, his optics scanning over Knockout’s still unconscious frame that lay on another berth. He hadn’t meant to put the mech out for so long, but he could easily fix what he had done.

Optimus moaned as he sat on the edge of the berth, his frame trembling around him as he slumped forwards. He felt awful, so sick, and tired… He was in so much pain, and everything spun around him.

Soundwave peered at the Prime, his optics narrowing as he held the mech’s shoulders up, he was afraid the moment he let go the mech would fall off the berth. “Optimus…” Soundwave played a recording of Knockout’s voice.

Optimus gasped as he heard Knockout’s voice, the sound of it pulling him from his haze of misery as he sat up straight. He scanned around blinking in confusion as he noticed the red mech lying across from him apparently still out from earlier, his helm then turning to the mech that was before him. **_Oh… It was Soundwave… But, but when did we get here? How did I get to the med bay? Am I dreaming or did he let me go for the night? Why can’t I remember?_**

Soundwave scanned over the Prime nervously. “Wake Knockout. Checkup.” He said, this time in his own voice, and Optimus nodded weakly at him.

The darker mech stepped back, making sure the Prime wouldn’t fall before he turned to tend to the medic when suddenly Optimus moaned loudly.

“W*ait…” The Prime strangled out, his frame shaking far more now as his vision swam and tanks bubbled. “Don’t want… S*ick… N*ot see…” He mumbled out, pushing himself off the berth before collapsing onto the ground in a heap.

Soundwave’s optics widened, confused as to why the mech would let himself fall when Optimus began coughing wretchedly.

“B*owl… P-Ple**ease…” Optimus begged as his frame shook. He got himself to his knees as Soundwave finally realized what was going to happen and ran to find a container.

He found a scrap receptacle next to Knockout’s desk, quickly dumping its meager contents on the floor before rushing back to the Prime and sliding under his helm.

Optimus nodded jerkily at him as his frame seized for just a klik before finally heaving wretchedly.

Soundwave keened as Optimus vomited, his spark aching as the mech cried out painfully with each purge. He was certain the strain on his already ruined frame was causing him terrible agony, nevermind _what_ he was vomiting up.

He lifted his servo, uncertain if Optimus would even want to be touched after being so tortured but as the mech moaned painfully, another bout of liquid pouring from his intake, Soundwave threw is cation away and gently began massaging the mech’s back.

Optimus shivered under the cool servo that rubbed his heated plating, for some reason the mech’s digits felt like ice, but the pressure on his back was nice, especially over the spot that had been electrocuted not long ago.

He hated this, he hated all of this. He was so sick, feverish, weak, embarrassed, broken… Tears filled his optics as he hung his helm over the waste bucket, the fragile control he had over his emotions tearing away with each heave.

He stared into the liquid that came from him, started at the chains around his wrists, felt the wounds all over him, looked at the grey burned color of his plating… It was like he was _gone_ , taken by Megatron, just as the mech had promised, and now here sat the result. A filthy, uSed, DiSgUstiNg, ShaMeFuL, pAtHetIC, WHORE!

“Ooo**ooo**hhhh…” He whimpered out, his frame rocking as he fought for control but it seemed the more he tried to fight breaking down the more he wanted to.

“Ohh**hhh g*ods… Ohh*hhhhh! OHH**HHH G*ODS!” His voice grew in volume, his shadow sliding over the wretched pool of liquid that kept flowing from him, proof of just how truly revolting he was.

Soundwave rubbed the weeping mech’s back, his vocalizer letting out soothing sounds as he tried to calm the Prime.

Optimus sobbed harder, his servos going to his faceplates as he pulled his helm from the scrap basket, his tanks finally empty and he curled into himself, his frame forming a small shivering ball as chaos raged within him.

Soundwave pulled the bucket away, moving to the wash room that was attached to the clinic before dumping the disgusting contents down the drain there. He sighed heavily, stilling his spark as he walked back over to the still balled up Prime. It seemed Optimus had calmed down a bit more, and now he was just shaking as he held himself tightly.

Soundwave knelt next to him, his servo gently going to the mech’s back as he rubbed circles along his plating. “Not at fault.” He said quietly as he moved his arm. He wasn’t sure where his protectiveness for this mech was coming from but it seemed that since Knockout had spoken to him all Soundwave could see in the mech was Orion, and to see Megatron abuse him, to see him so torn down, it tore deeply at the darker mech’s spark.

He continued to shush the mech, rubbing him softly until finally Optimus lifted his helm from his servos and peered up at him. There he was, hurt and so very sad, but it was him… Orion. Orion looked at him in that moment and Soundwave felt awful for it. He whimpered, his arms wrapping around the mech as he held him tight.

“Not fault… Not disgusting… Not fault.” He said to the mech knowing exactly how the mech felt for he had felt the same so many times.

Optimus’s frame hitched as he leaned into the other mech’s embrace. He had no words, no energy but to be held, to be told he wasn’t disgusting by a mech that had suffered much like him, it helped ease the storm within his spark.

He sighed, shuttering his optics as Soundwave continued to hold him enjoying the moment of peace after being ripped apart for so long. “Th-th*ank y*ou…” He said weakly, his frame sagging as his exhaustion crashed over him once more.

Soundwave nodded, pulling back as he pointed to the berth. “Rest.”

Optimus looked up at him, a small sad smile on his faceplates as he too nodded. Together the two mechs stood, Optimus hissing as pain coursed through his frame once more. With a few hobbled steps he was back at the berth, this time lying down the moment he was upon it, he didn’t have the strength to even sit now.

Soundwave gently lifted the Prime’s legs, arranging them comfortably before looking up at his helm. “Knockout?” He asked softly, not sure if the mech was collected enough to have Knockout see him yet. He knew Optimus was trying to spare Knockout the pain of seeing him breaking, trying to hide it from him and honestly he didn’t blame the mech. He had done the same with many, especially Laserbeak after particularly bad nights. Frag he had, Starscream did and now even… Even Optimus.

Optimus vented out, his chained servos wiping at his faceplates as he calmed his spark, and he nodded.

Soundwave turned, one of his tendrils slipping out as it wound its way behind the medic’s helm and triggered a reboot. It took a moment, the red mech’s systems coming online one at a time until a groan sounded from the mech and his optics cracked open just a bit. “Arrgh… what?”

He blinked, his helm feeling like slag as he turned it to find Soundwave standing over him and suddenly everything that had led to him falling unconscious whirled through his processor and he growled at the darker mech. “ARRRGH! YOU! What the frag do you think you were doing putting me into…”

“Kn*ock*out…” Optimus called to the raging medic, and instantly Knockout’s demeanor changed as he spun on the berth to find Optimus lying across from him.

“Optimus…” He whispered, yanking the wretched cable from the back of his neck as he jumped off the berth and promptly fell on his faceplates.

“Arrrgh fragging son of a…” He glared up at Soundwave, forgetting how weak being placed into stasis from the darker mech would make bots.

Optimus lifted his aching frame, peering over the edge of his as he looked worriedly down at the medic. “Kn*ock…”

“I am alright, fragger’s creepy tentacles have just messed up my balance and slag.” Knockout mumbled as Soundwave bent down and helped him stand.

“Apologies.” The lithe mech said sullenly. “For everything.”

Knockout looked at the mech, his narrowed optics softening as he sighed. He turned his helm away for a klik as his frame sagged. “Nah… I understand. Umm, help me to him?”

Soundwave nodded, leading the smaller mech over and helping him crawl into the berth with Optimus.

Knockout smiled at Optimus, his optics scanning over the new damage and flickering optics but he kept his smile bright. “Hey big guy, we gotta stop meeting like this.” He said gently, pulling a smile and a small laugh from the larger mech as he snuggled close.

“Agr**ee.” Optimus said tiredly, turning his frame so that there was enough room for Knockout to fit. He wished he could hold the mech, but as his wrists were chained he just had to…

“Wait! I can… Hold on, I have an idea!” Knockout said cheerily as he moved down, sliding his helm and shoulders between the Prime’s arms before lying back down.

Soundwave smiled beneath his mask as he peered over the two mechs, nodding to them as he turned to leave, but stopped as Optimus called to him.

“Th-th*ank y*ou, tr*uly Sound*wave.” The Prime said, his smile growing bigger as he looked at the smaller mech.

Soundwave dipped his helm in response. “Rest. Safe tonight. Enjoy moment.”

Knockout frowned at the mech’s words, what did he mean safe tonight? When were they ever safe here, and why would they be tonight?

“Ahh, Soundwave, could you hold on.” Knockout said quickly. “I umm, I just need a minute.”

Soundwave nodded once more. “Wait in hall.” The darker mech said as he opened the med bay doors and left.

As Optimus shivered next to him, and he looked up just in time to see a haunted look flash over the other mech’s faceplates before the Prime forced himself to recover and smile back down at Knockout.

“Mi*ssed y*ou.” Optimus said softly, his arms pulling the smaller mech in close as he sighed and buried his helm against the smaller mech’s shoulder.

Knockout smiled nervously, his frame easily molding itself to the larger mech’s. “You seem to have a bit of a fever.” The medic said worriedly, his sensitive servos rubbing along the larger mech’s plating. His optics dimmed as he looked over the new burn marks he found, and he was fairly certain Optimus kept twitching, like his systems couldn’t control his energy output.

“I should probably check you out now,” Knockout suggested, his helm turning as Optimus remained silent and he was surprised to find the mech’s optics shuttered and his venting starting to even out as he fell to recharge. For a moment Knockout just stared at the mech, his spark fluttering both with worry and warmth as he did so.

**_Oh big guy, what did he do to you now? I need to get you out of here so badly, it seems every time I see you more and more of you has fallen away._ **

He sighed deeply, he helm lifting as he gently kissed the mech’s cheek. “I am so sorry big guy. Just hold on a little longer. I will get you out of here, I promise.”

As much as Knockout wanted to remain in the larger mech’s arms Optimus’s frame needed work, and his fever was getting worse, so with a grumpy vent the medic wiggled his way out from the Prime’s arms, smiling as Optimus frowned at his absence but luckily remained in recharge.

He walked to the clinic’s door, saying a small prayer to Primus that Megatron would indeed leave Optimus alone alone for the night before calling to Soundwave. “Hey, ummm I may need some help with his repairs if you are up for it.”

Soundwave tilted his helm thoughtfully. “Retrieve Laserbeak, return then. Worried for Soundwave.”

Knockout’s optics widened, “Ohhh, yeah! You can bring her down here while we work. It is about as safe as anywhere else on this nightmarish ship. I will get my tools gathered.”

Soundwave nodded and went off to get Laserbeak as Knockout moved back into the med bay, his processor whirling with so many thoughts. He was glad Soundwave was going to help now, and grateful for it. He didn’t hate the mech, far from it really, but he was scared (or had been) that Soundwave would never let himself realize just how lost Megatron was. **_Well, if it wasn’t for Optimus I don’t think he would have ever seen the light._**

He laughed quietly as he realized that without Optimus, _he_ wouldn’t have either. **_You are some mech Optimus. Whether it be through Orion or Optimus, this mech can influence just about everyone he comes in contact with, of course not always in a good way._**

Knockout sighed as he worked through his drawers and cabinets, gather cleaning oil, medical wraps, pain capsules and welding supplies before lying them out on a table next to the mech. First thing he would do was care for the mech’s fever, or try to. It didn’t seem to be an infection that was making the mech run hot, but he suspected it might have something to do with the irregular energy levels that ran through his systems.

He frowned as he placed some sensors over the larger mech’s frame, turning some monitors on before watching the readings carefully. “What the frag?” He whispered, his optics narrowing as he watched the Prime’s levels constantly fluctuate.

It looked like his spark and processor were having trouble regulating energy. The reason for this could be the result of a multitude of different circumstances, one being a lack of fuel, which the Prime was currently in the red zone, but others were far more serious and evil.

He vented out, setting up a drip of energon going, hoping the fuel would slightly help in regulating the mech’s energy levels. Next he looked over the terrible burn marks on the mech’s helm and chest. **_It looks like he was shot, but there is no melted plating just charred like… Like electrical burns?_**

Knockout growled, that could be one reason for Optimus’s twitches and the irregularities in energy flow, being electrocuted. “Fraggin filthy bastard… Oh Optimus…”

The door to the med bay suddenly opened, and Knockout cried out fearfully until he saw Soundwave standing there, the darker mech gently holding the still recovering Laserbeak to his chest.

“Ohhh, mech! You gotta announce yourself or something! Make some damn bird calls or something. I nearly fluxed!” Knockout complained, his shaking servo going to his chest plates as he glared at the lithe mech.

“Apologies extended.” Soundwave said with a nod of his helm. He moved over to another berth placing Laserbeak down as he chirped at her. When the little broken bot chirped back Soundwave pressed his forehelm against her before straightening and moving over next to Knockout.

“You know, once Optimus is taken care of, I can help her.” He offered, peering sideways at the silent mech.

Soundwave turned his masked helm to look at the other mech, “A-appreciate.” He said quietly, his spark soaring in his chassis as Knockout smiled at him. He had never been one to ask for help, always figuring it was better to do things on his own and already today he had had Optimus spare him from Megatron’s cruelty, and now Knockout was going to help him with Laserbeak.

“Of course mech. I am a medic after all. I just, I can’t help unless I know something is wrong, but don’t be afraid to let me know, or come to me. Please?” Knockout pleaded with the mech, and Soundwave nodded, though it was slower this time.

“Soundwave try.” He said simply his helm turning from the medic to look at the Prime. “Damage extensive.”

Knockout growled, “Yeah. It seems every time I see him he… He is more torn apart and if he looks like this on the outside I can only imagine insi…” He stopped himself, his throat tightening and he shook his helm to clear the nightmares. “Anyways, might take all night. If you could help me bandage him, and move him?”

The darker mech nodded, and Knockout smiled bitterly. “Alright, let’s get started.” The two grabbing random bandages or tools as they began their daunting task of returning Optimus to some state of repair.

They continued their work on the mech as time passed peacefully around them, Optimus staying in recharge through it all. The poor mech was so exhausted that even as the two mechs turned him over to tend to the numerous wounds found all over him, he didn’t even flinch. Breems passed but slowly, bit by bit Optimus’s tattered frame was tended to and bandaged.

Knockout was happy when the twitches finally stopped in the larger mech's frame, and he moved over to finally fix Optimus's leg. He grabbed the joint he had on his desk, pulling a stool over to the mech’s berth as he began to finally finish his work. “Poor mech, hasn’t had use of his leg since coming here, well since being dragged here by that fucking monster.”

Soundwave nodded as he wrapped the right side of Optimus’s helm where Megatron had clawed down the mech’s faceplates. “Megatron, Megatron gone. Friend gone. Fear for Prime, for Orion.” He said quietly, and Knockout peered up at him thoughtfully.

“He is. I am sorry Soundwave, I know… I know you have been through a lot with him, and with Orion. I can only imagine what this is doing to your processor.” The medic responded, shifting Optimus’s leg so he could easily access the mech’s ankle.

“Soundwave broken. No pain.” Soundwave said simply yet Knockout could hear a bitter undertone of exactly what the mech he said he _didn’t_ feel hidden deep within. The darker mech may be able to fool many but Knockout knew how to sense all varieties of pain in mechs, physical as we as mental, that was his job.

He didn’t press the mech though, he had adopted a very similar sense of apathy as well, so he couldn’t blame the mech from hiding. He started to hum a light song as he worked, hoping Optimus could hear him, and that it might help keep the mech from any bad dream-cycles. He had no idea what Megatron had put him through recently, at least not on a mental scale, but he could imagine it was nightmare inducing.

Soundwave tilted his helm at the song, amazed in a way at how the little red medic could even sing anymore. So much of all of this was so wretched, yet there he was trying to make it all better, lighter for everyone, Soundwave included it seemed.

Knockout saw him peering at him and he smiled at the mech. “Ha, any requests?”

The darker mech finished his bandage, his helm dropping as he thought. “Orion enjoyed Lovely music.” He played a clip of a song, his spark aching as he thought of how the smaller mech would sit, once upon a time, and sing with the music as he and Megatronus listened. Those were such better times. Times when his friend would laugh, when he would cry, when he would feel anything but the rage that now consumed him, the madness.

Knockout listened carefully, happy to learn another thing about the wonder that was the Prime. It was another piece of the puzzle that he found himself more and more eager to learn to build. **_Optimus is Orion, and Orion is Optimus. He is such an incredible mech… If only Megatron would freakin…_**

His thoughts were interrupted and Optimus moaned slightly, and he looked up to find a smile forming on the larger mech’s faceplates. “Hey look at that, you got him to smile.” He said to Soundwave, the darker mech looking down as he smiled under his mask.

“Happy…” Soundwave whispered out, his spark warming at the little bit of joy he could bring to the poor beaten mech. **_Optimus… Forgive me for not seeing, forgive me for believing in Megatron. I thought I could save him, I was so very wrong. I never should have chosen him over, over…_**

Knockout sighed as he looked at Soundwave, the mech was right about him being broken, but to see him at such peace with Optimus, it made Knockout wonder about the darker mech’s feelings towards Optimus. Would he see only the Prime or all of him, everything that made Optimus who he was in his entirety, and if he _did_ would he act upon it?

“You guys, you were a trine once right?” Knockout asked gently, as he placed the outer panel against Optimus’s leg.

Soundwave’s music suddenly stopped, and the darker mech stiffened a bit. “Long ago.” He said simply, moving to start cleaning up the mess of bandages from around the berth.

Knockout frowned at the mech’s quick change in composer. Was he ashamed of it, or was it because all he was seeing was Optimus, OR was it because he wasn’t just seeing Optimus but Orion now? OR was it because of Megatron now? OR Knockout?

**_Frag, I hope it isn’t cause of me. I would never wanna keep a mech from happiness, well unless he was some sick fragger like Megatron. That fucker needs to be taken down hard and fast. Soundwave though, mech is so quiet and insecure, I had never realized really. Poor guy, frag… Optimus you are just shedding all kinds of light on the mess that is the Decepticons._ **

He shook his helm, lining the welder up with the Prime’s outer panel. He adjusted his optics so he could see his weld, firing the tool up as its snapping and crackling filled the otherwise silent med bay when suddenly Optimus whimpered.

He ignored the sound at first, too focused on getting his lines as smooth and straight as possible, poor fragger was already scarred enough, but as he continued Optimus’s whimpers grew in volume and he began to twitch in his sleep.

Knockout peered up at the mech over his work, pulling the welder away and shutting it off as he watched the mech. It took a few seconds but soon Optimus stilled and his frame stopped moving. The medic titled his helm curiously, but shrugged as the Prime remained calm and fired up the welder once again.

“Noooo,” A quiet moan escaped Optimus, his frame twitching once more as the larger mech unconsciously tried to curl into himself.

Knockout’s frown deepened and he looked at the sparking welder he held before turning it off, his optics studying Optimus closely. Like before, after a few moments of silence he seemed to settle, and his shaking stopped. **_Is he afraid of the welder, or is it a dream?_**

He looked at the half welded panel, arguing with himself if he should finish. **_Well, maybe if I am quick, or maybe I should induce stasis? Course if I do and it IS a nightmare he will be locked into it… Arrrgh, frag it I will be quick!_**

He turned the tool back on, his optics constantly going from his weld to Optimus’s faceplates. As the Prime began to whine and moan in his sleep once more Knockout pressed the larger mech’s leg down as he fought keeping him still. **_Come on big guy, just be still a little longer. I dunno why this is freaking you out so much, it shouldn’t hurt… Just be still._**

Soundwave looked over at the two mech’s, his optics narrowing as the sounds that came from Optimus grew in volume and desperation. “Knockout…” He warned, the medic glaring over his shoulder for a klik before going back to his work.

“I KNOW! But I promised to get his leg done damnit! I am not sending him back to that fucker still crippled! I dunno, play some music or…” He never got to finish as a horrified roar ripped from Optimus, the larger mech's pede pulling from Knockout’s servos just to swing forwards at full speed and _slam_ into the medic’s faceplates.

“Uhhhh!” Knockout cried as he went sailing off of the stool he was sitting on, his frame airborne until it crashed loudly into the berth across from him and he fell into a heap on the ground.

Soundwave’s optics widened as he turned to where Optimus was now scrambling to escape, the larger mech tearing himself from the berth and falling to the ground as the drip and scanners that were attached to him rained down on top of him.

“Optimus!” Knockout cried out as his optics bulged. He watched in horror as the mech desperately clawed at the floor, whimpering as he fought to untangle himself from the wires and cords that covered him.

Soundwave made it over to the Prime first, pulling at some of the wires that had wrapped around the mech’s neck when Optimus’s tear filled optic looked up at him desperately.  “S-soundwave?”

The darker mech paused, surprised at how soft Optimus’s voice sounded, of course with his vocalizer finally being fixed it may have helped, but it sounded eerily like…

“W-where is M-Megatronus? Wh-where am I?” The terrified mech stuttered out, his frame shaking as he reached his chained servos out for the darker mech.

Both Soundwave and Knockout froze, the two mechs looking at one another and then back down to the trembling Prime.

“Megatronus? Hey big guy, you feeling alright?” Knockout asked gently, picking up his aching frame as Optimus looked over at him, his uncovered optic flickering a bit as he did so.

“Kn-Knockout?” Optimus blinked, his scrambled processor working to understand where he was, and how he had ended up in this mess of wires. He frowned as his blurry optic scanned over the medic’s bleeding dermas. “Y-you’re b-b-bleeding.”

Knockout nodded, his worry plain on his faceplates as he knelt next to the Prime and began removing the sensors. “Yeah, I, I am ok. You didn’t hit me too hard. Ha, I have gotten worse from Megatron, but uhhhh… How are _you_?”

“I h-h-hit you?” Optimus ashed, his frustration growing as he stuttered the words. His spark ached as guilt and confusion ate at him. **_I hit him? When? Why? Why, why can’t I think?_**

He moaned as he tried to get his helm straight, the two mechs next him finally working him out of the mess he had been trapped in and he sat up weakly. His frame still felt like slag, but he could see numerous bandages covering it, and he realized he could only see out of one servo as the other was covered in medical wrappings.

He leaned wearily against the side of the berth willing his frame to stop shaking, both Knockout and Soundwave looking at him uneasily. “I am s-sorry.” He said brokenly to the medic, his optics dimming shamefully, but Knockout just laughed it off nervously.

“I told ya, I am alright but, Optimus… I, why did you ask for Megatronus?” Knockout asked , trying to keep his voice light even as terror filled his spark.

Optimus’s twitching helm turned to him, his one optic narrowing in concern. “I, I d-did?” He asked before shaking his helm, he didn’t remember any of what they were saying. Was it because he had just come out of recharge or… Or was it that odd darkness from before, yet why would he ask for Megatronus unless…

As Optimus’s faceplates slowly filled with fear Knockout felt his spark clench in his chassis. **_Oh big guy… What, what is happening to... No, no it was just a mistake. Probably dreaming and…_** Knockout tried to shrug it all off, but with Optimus’s weird twitching, and his flickering optics, the medic was scared.

“Hey big guy. I think you just need some rest, yeah? Come on, let’s get you up.” He said lightly, forcing himself to sound unconcerned as he and Soundwave helped the Prime stand.

Optimus sunk back down onto berth a small smile on his faceplates but worry was swirling through him. He laid back as Knockout pushed him down gently, the mech’s beautiful smile easing the Prime’s fears and he held onto that image desperately as it seemed the only thing keeping him from disappearing into the madness that swarmed his spark and processor.

Knockout nodded to him, his optics soft as Optimus’s shaking began to ebb, and he turned to pick up the scattered sensors when Optimus’s servos shot out quickly and grabbed onto his arm.

“P-please, d-don’t l-l-leave? S-stay?” Optimus asked, hoping his voice didn’t sound as terrified as he felt. He didn’t want Knockout to go! If he left it felt like he would drown, he always seemed to drown when the mech was away from him. He needed his sun so that he wouldn’t fall to the darkness.

Knockout’s optics burned as he scanned over Optimus's fear filled optic. “Well, I am not leaving, I just…”

“Rest. Soundwave clean. Soundwave watch, warn.” The darker mech said, his servo just slightly brushing Optimus’s helm before he moved to start on his task.

“Oh, ok. Umm, Laserbeak?” Knockout asked, not wanting to make Optimus feel bad for taking time away from another, but the little bot chirped and Soundwave shook his helm.

“No pain, can wait.” He assured as he pet the little flyer lovingly. 

Knockout nodded and smiled his thanks before turning back to Optimus. “Ok big guy, move that handsome behind over.”

Optimus smiled at them both, it was a grateful albeit sad thank you as he shifted over, spreading his arms as wide as his chains would allow as the smaller mech crawled in between them like before.

The moment he was in place he felt Optimus’s trembling arms pull him close, the larger mech’s helm snuggling into the crook of his neck as he vented deeply. “S-sun, s-safe.”

Knockout smiled, his own helm nudging against Optimus’s as his arms wrapped around the mech and help him tight. “It is ok, big guy. I am here.” He whispered gently, his spark aching as Optimus let a small, hardly audible sob escape him, before burrowing his helm deeper into the medic’s shoulder to muffle it.

He felt the Prime’s frame shake a bit as he cried silently against him, and just like the night that started this all, when it was _him_ crying and asking for comfort from Optimus, Knockout let him cry. “Let it out beautiful, you are not alone, take this moment.” He said softly, his servos rubbing the larger mech’s back. “We all need moments of weakness now and then.”

As Optimus listened, hearing the same words he had said to Knockout not so long ago he cried harder, but it wasn’t just sad tears. To have someone be there for him, for someone to console him at _his_ weakest moment, it was a gift, a gift like none he had never been given and it made him realize something.

It was something that had been growing since the beginning of all of this, and yet fear, and uncertainty had kept it hidden in the depth of his spark. It wasn’t until now, as he felt himself disappearing, with his death always over his helm, and the future uncertain, that he felt foolish for ever having been afraid of seeing it in all of its magnificent simplicity.

As reality blurred around him, and he snuggled close to the wonder of a mech he held, he smiled. It was then, just before the oblivion of recharge took him that his words fell from his lips like a song he had longed to sing his entire life. “I lo-love you…”

Knockout’s optics bulged, and his vents ceased at the words. He turned his helm but only found Optimus smiling as his frame fell to recharge. He stared at the mech, a storm of emotions running through him as he laid so comfortably in the mech’s arms when suddenly he chuckled and all of the tension in his frame left as he melted against the Prime.

**_Well frag it all. There it is and the bastard just falls asleep afterwards. Pffft, typical…_ **

He smiled, shaking his helm before curling closer to the mech he held and shuttering his optics. As he listened to the gentle and now, thankfully, steady melody of Optimus’s spark he felt his flutter within him. “I love you too, big guy… You too.”


	11. Unwanted Gifts

**Notes for the Chapter:**

> Sooo, I know last chapter didn't have as much fluff as I thought it would, but they are in the belly of the beast right now soo, they have little to work with, as do I. This one is heavy but not overly so, sorry, but it amplifies some stuff, and the complexity that is Megatron. Anywho, sorry for errors and I hope you enjoy!

It was early in the morning when the familiar pede steps of Megatron came booming down the halls of the Nemesis, and Soundwave vented out nervously as he quickly swept into the med bay to wake the two sleeping mechs and gather Laserbeak.

The mini-bot chirped timidly as he lifted her gently, fitting her to his harness before moving to the berth where Knockout and Optimus lie.

“Megatron approaches.” He said, gently shaking the medic’s shoulder.

The medic groaned, his optics flickering for a moment as he allowed his systems to reboot. “Wh-what?”

“Megatron.” Soundwave said again, making sure he illustrated a sense of rush.

Suddenly Knockout was completely online, his spark thundering as he looked up at the still recharging Optimus. “Oh frag this nightmare.” He muttered quietly as he worked his way out from Optimus’s chained arms and crawled off the berth.

“Thanks Soundwave, umm… Listen, leave Laserbeak with me, if she is up for it, and I will fix her once fucking Megatron leaves.” His voice was bitter and filled with static from recharge, but he hoped Soundwave knew it wasn’t because of him.

The darker mech tilted his helm down, chittering with the symbiote on his chest before nodding and releasing her from his harness. “Hide?”

Knockout was shaking Optimus’s shoulder gently when he heard Soundwave’s question. “Hide? Hide her? Oh… Ummm, how about those lower cabinets?”

Soundwave immediately turned and went about hiding the little bot as Knockout continued his efforts to awaken the limp Prime. “Come on big guy. I know you don’t want to deal with any of this, but I don’t want you just waking up to him first thing. Come on…” He frowned as Optimus continued to remain in recharge. **_Why can’t I wake him?_**

Soundwave stood after hiding Laserbeak, his optics narrowing as he watched Knockout's struggle. “Concerns?”

“I can’t fragging wake him! Come on, coooome on! I really don’t want the first thing he wakes to, to be…”

Suddenly the door to the clinic opened, and Knockout stumbled back fearfully, knocking into Soundwave as Megatron’s massive form filled the doorway. “Why medic, I have a feeling you were going to say my designation there.” The silver mech smiled as he entered, his optics blazing as he peered over the red mech's trembling frame. “I am uncertain if I should be insulted or proud that I have made such an impression on you.”

The medic gulped, his fear of his leader at the forefront of his processor until he watched the monster turn, his optics growing lustful and yet dangerous as they scanned over Optimus’s inert frame. A low growl started in his chassis as Megatron reached out to gently pet Optimus, yet luckily Soundwave’s servos going to his shoulders and squeezing them tightly helped remind him that, at the moment, they had no power to stop what was going to happen to the Prime and he quieted. **_Not yet anyways. Fraggin Starscream certainly likes to take his fraggin time!_**

Megatron hummed as he slid his servo over the freshly bandaged Prime, his optics taking in the rather impressive job the medic did in such a short amount of time but it made him wonder why the other night nearly nothing had been accomplished when he had left Optimus with Knockout. **_Oh well, useless fragger… At least Orion will be in less pain, Optimus though…_**

“M-my Lord,” Knockout stuttered out, trying to find the bravery he had held with Soundwave, but as the warlord turned towards him, his red optics blazing hatefully at him he felt as if his strength were being sucked from him just from that one look. “Ummm, he is having trouble waking. Perhaps if, if you were to hurt him less his, his systems could heal a bit…”

Megatron suddenly laughed, its wickedly booming sound filling the clinic and Knockout shrunk further into himself. “Hurt him less, medic? I think I have been very accommodating to the Prime’s needs.” He smiled then, his fangs glittering as his optics flared. “All of his needs in fact, would you like a demonstration?”

The medic cursed himself immediately for saying anything and he watched, his tanks roiling within him, as Megatron moved his servo down to between Optimus’s thighs and began rubbing. “He, like Orion can be a very passionate lover. Did you know that Knockout? Very vocal, and when he overloads, ohhh… To watch his back arch, and his frame twitch…”

Knockout half wanted to run away and half beat the fragging monster into the ground but as it was he was forced to just stand there as he watched his leader molest the sleeping mech, his spark aching as Optimus began to moan unconsciously. **_Ohhh mech. Please… Primus, where are you? Aren’t you supposed to protect your Primes?_**

Megatron’s smile grew as Optimus began to whimper, and he enjoyed how a little lubricant escaped the mech’s closed panel, but like Knockout reported the mech still wasn’t waking. **_That is alright, I have something that will wake this sleeping beauty._**

As Optimus continued to make little noises and shift slightly, Megatron lifted his other servo bringing the tool he had brought with him up and lifting it above the mech’s helm. He didn’t lower it though, just kept it close enough so that it would be heard before finally firing it to life.

When its crackling static sound filled the clinic the Prime’s reaction was as instant as it was beautifully tragic.

Optimus’s optics flared to life as a scream ripped from his vocalizer and he scrambled back in a blind panic, effectively falling from the berth in a shivering heap as Megatron laughed over the pathetic display.

“OHHHH! Prime, come now, where  is your usual stoic pride?” Megatron chuckled out as he followed the whimpering mech’s retreat, keeping the wand going the whole time.

“Noooo, pleeease… Please…” Optimus moaned out, his processor glitching madly as he tried to escape. Many of his bandages ripped away as he tried to scramble away, the one that had covered his helm as well as those on his chassis and one shoulder ripped from his frame as they got caught on the equipment around him. He didn’t know where he was or what was happening but that sound… That sound promised agony.

Megatron continued to follow the mech, Knockout and Soundwave watching in horror as Optimus finally could go no further, the larger mech curling into a ball as he pressed himself tightly against the wall that stopped him. “P-please s-stop M-Master…” Optimus stuttered, his frame shaking terribly and optics flickering as the warlord crouched before him.

Megatron’s optics slid over Optimus’s frame, delighting in how terrified and submissive the mech was acting. He turned off the wand and yet still Optimus coward from him, but that only made him smile more. He reached out, his servo gently gripping Optimus’s chin and he lifted it to his own. “You are safe now, Pet. Master only punishes you if you are bad. Will you be bad today, Pet?”

Optimus shook his helm, his flickering optics never quite rising to the mech’s before him. He was terrified and so confused. Where was he? Had he already done something wrong? Is that why his Master woke him like… **_Wait… Master? No, NO! This is Megatron! What is wrong with me!?_**

As Optimus’s optics began to harden, and his frame eased in its shivering Megatron grunted. “Such a stubborn defiant fool you are.” The warlord snarled out, but his smile remained. He liked that Optimus didn’t give in easily, if anything had Optimus fallen quickly it would make all of this so much more disappointing.

Megatron gripped the chain between the smaller mech’s servos and stood, dragging Optimus up with him before clipping a leash to the collar around his neck, smiling as the Prime growled at him. He then turned from his Pet to where Soundwave and Knockout watched him. “Soundwave, my friend. Please come with me, I would like to show you my surprise.”

Soundwave nodded, moving around Knockout’s frozen frame and heading towards the door. As Megatron followed, pulling Optimus behind him, the Prime peeked at Knockout just for a moment, making sure his faceplates didn’t show fear, just care and thanks now that he could walk on his own and he smiled a small sad smile. **_Thank you Knockout, thank you for everything. I promise to try harder not to break… I look forward to seeing you again… That thought alone, that hope makes me stronger, you make me stronger._**

Knockout keened quietly as Optimus was pulled away, his spark aching as he thought of what he had witnessed just a moment before, and as he wondered what state the poor mech would be in next time he saw him. **_Oh big guy, please… Please be strong… Fraggin Starscream! Move your aft! We are losing time, frag it! We are losing Optimus…_**

He stood tall suddenly, remembering Soundwave’s report of Dreadwing’s return. **_I don’t care what Starscream says, if any mech is honorable enough to deal with this, and has far more power than I do, it is Dreadwing. I need to find him! I need to find him and tell him what is happening. He will certainly fight for honor, won’t he?_**

He pushed his doubts aside as he stomped out of the med bay and down to the other flyer’s quarters. He ignored the pain and fear that threatened to overtake his spark as he marched. **_I have to try! Even if he refuses maybe, maybe he will at least keep his intake shut afterwards. Please Primus, please let him see… Let him be as honorable as I think he is, as I hope he is…_**

**_……………………._ **

Optimus tried to keep his panic at a manageable level as he followed the two mechs through the ship. He ignored most of the insulting jeers he heard some from the vehicons as they passed, his focus more on what had happened in the med bay.

He had lost himself there for a moment, and it hadn’t been by the _darkness_. He had been there the whole time but had been unable to mitigate his fear of Megatron, and he crumpled. **_Maybe it is just because of the way I had woken? I hadn’t even rebooted completely when that sound, that awful wretched sound suddenly…_**

His optics peered down at the wand that the silver mech held, a shiver going through his frame as he scanned over those wicked prongs. **_What is it with this tool? Why does it frighten me so much? Is it because of the pain, or because it brings the_ darkness _, or both? Yet, I am breaking in other ways too… Just look at how I acted in there. How I acted in front of Knockout… Oh, I am so sorry. I never wanted you to see me like that  Knockout, and yet these days it seems all I do is fall apart in front of you._**

He stumbled a bit as Megatron tugged at his leash, and he glared up at the mech just to find him smiling happily back at him. “Come now Pet. I have a surprise for you. I hope you rested well, and didn’t spend the night fornicating with that filthy medic all night long.”

Optimus scowled at the mech but was surprised at the undertones of jealousy that came from the larger mech’s voice. “We did not interface, Megatron.” He muttered out, but said no more as he had learned if he spoke kindly of Knockout the poor mech suffered so much more for it.

Megatron scoffed, his optics blazing as he tugged on the leash harder, enjoying as Optimus stumbled once more. “Feckless medic. He had better take his time with you while he can, Prime. Soon there will be nothing left.”

Optimus growled, his own optics glowing bright as he did so. “So you hope.”

Megatron stopped, yanking on the leash so hard that it forced the Prime right up against his frame, their helms mere inches from each other’s. Soundwave paused, his spark clenching as he watched his leader gently caress the side of Optimus’s helm before he leaned closer and licked at the Prime’s dermas, both of which were firmly shut to the advance.

“So I _know_ , Prime. More than even you it seems. Tell me, do you remember what happened in the wash yesterday?” Megatron whispered, pulling his helm back as he searched the smaller mech’s optics.

When Optimus said nothing, and just a hint of fear fleeted through his optics the warlord smiled wider, “Exactly, my Pet. I am winning.” Megatron said huskily, leaning close once more. “And I can prove it.” He smiled wickedly, his optics flashing before he turned on the wand.

Optimus cried out, his frame pulling desperately away as the wand was lifted, its prongs inching closer and closer to his chassis, but he couldn't tear himself from Megatron’s grasp. He whimpered then, his vents ragged as he felt the heat of the electricity so close to his plating. “Megatronnnn…” He pleaded, his optics losing their defiance as he looked desperately up at the taller mech.

The silver mech licked his dermas, holding tight to the leash before finally scoffing in disgust and turning off the wand. “Don’t you see, Prime? I am winning this battle, and you know it, and that _terrifies_ you. I can see it in your optics, that fear, and it is stunning.”

Optimus vented out, his frame shaking terribly as he was released and he stumbled back from the larger mech. “I, I hate you Megatron.” He said quietly, his helm falling shamefully as the warlord laughed harder.

“As I have said Prime, the feeling is mutual. Come,” Megatron said, his voice light as he pulled the smaller mech forwards. “I do not wish to keep Shockwave waiting. He has been up most the night creating something special for all of us.”

Optimus sighed as he allowed himself to be drawn forwards, his optics burning but he let no tears fall. **_Whatever is to come, I must keep my strength up._**

He did feel better, at least physically. His frame wasn’t completely healed, and his back still burned from the claw marks, as did his shoulders, and faceplates but after resting, and the transfusion of energon he felt stronger. He had hoped it would help keep him more, well him but the wand and his reaction to it tore at that hope terribly.

**_No, don’t doubt yourself… It will be alright. Get through today and maybe he will hurt me enough so I can see Knockout once… Once more…_ **

His spark fell to his tanks as he realized what he had just thought. _If he hurts me enough…_

His optics burned hotter still, but he forced himself to vent and try _not_ to think. It seemed all thinking did was help Megatron destroy him faster, and he would be damned if he did the monster’s work for him.

They finally made it to the scientist's lab, and Megatron smiled as he scanned over the set up the purple mech had waiting for them. There was a metal berth in the center of the room, it had two sets of shackles attached to it for the Prime’s wrists and ankles, as well as numerous monitors and trays of tool set around it.

He smiled back at Optimus, but the smaller mech was merely staring at his pedes as he walked. “Look Pet. Look at all of the hard work Shockwave did for you.”

Optimus sighed heavily as he raised his helm, his dim optics looking over the morbid setup, turning away quickly as his control withered. **_Primus, help me please…_**

“Lord Megatron, you are late.” Shockwave’s voice called from one end of the lab, and all three mechs looked up at the scientist walked towards them.

“Forgive my tardiness, Shockwave. Are we all set?” Megatron asked, yanking Optimus close.

“Affirmative. The Prime can be strapped onto the table, Lord Megatron. I shall get the machines started.” The purple mech stated simply and went about getting everything ready.

Megatron rumbled with approval, turning to the glaring Prime with a grin. He walked forwards, his servo lifting as he held the smaller mech’s helm gently. “Enjoy the bits of defiance you have for now, Prime. Soon it will all be washed away, as you will be.”

“Let’s just get this over with Megatron.” Optimus grated out hatefully, moving over to the surgical table and sitting upon it.

Megatron chuckled, “So eager to lose yourself, Pet?”

Optimus didn’t even look at him as he laid back, his spark was thundering inside him, but outside he looked composed, for now anyways. He let both Soundwave and Megatron lock him into place on the strange berth, feeling bad for Soundwave as he felt the mech’s servos shaking as he picked Optimus’s pedes up and shackled them to the berth.

He wished he could assure the mech that this wasn’t his fault, that he didn’t blame him, but again, were he to extend any kindness to any mech that only seemed to place them in Megatron’s destructive, insane path so much quicker, so he remained silent.

Once Megatron had unshackled Optimus from his first pair of cuffs, and strapped him down on the table, the warlord turned to Shockwave expectantly. “I do not want Orion harmed, Shockwave. At least, as little damage as possible. It is clear the wand is far too powerful.”

“Understood, Lord Megatron. I have analyzed the voltage with in the instrument, and calculated a path of numerous increases we will work through until the desired result occurs.” The purple mech said as he began to place sensors all over Optimus’s helm, and chassis.

Optimus, for his part, tried not to completely dissolve under the terror that now filled him. For some reason he had thought perhaps they were just going to tear him apart, or rape him, or anything but this! To slowly recreate what the wand did to him, to what, reach Orion; if he was interrupting all of this correctly. He shivered as the scientist placed the round, cold sensors all along the front of his helm, and along where his windshields once were. **_No… He is going for my spark and processor! I… What if… Oh please… Please help me be strong!_**

Soundwave stepped away from the table, his own spark whirling madly as he watched Shockwave work. **_What is this all about? What does he mean Orion? Does this have something to do with what happened last night? When Optimus called out for Megatronus?_**

Finally the purple mech was finished placing the wireless discs on the inert Prime and he stepped back to scan over the monitors. “Prime’s spark rate is erratic, but stable enough to proceed.” He said, lifting his one large optic up to his leader. “Begin?”

Megatron smiled down at the still Prime, his audials ringing with the fast beeps of the mech’s fearful spark. “Begin.”

Optimus vented in, his spark jumping at Megatron’s word. **_Please… I can do this, I must! I…_**

Pain ripped through his spark and helm but not nearly as wretchedly as it did with the wand, so he was able to remain silent and just shutter his optics as he waited for the charge to cease.

Time passed, Shockwave monitoring the Prime’s readings constantly as well as being sure to capture real time recordings of the Prime’s physical reactions for later observations. He was fairly excited over this project Megatron had asked of him. To experiment on the Prime in any way was fascinating enough but to be tasked with altering the effects that the Matrix had on the mech’s memory files, and maybe even his leader’s old bond was a daunting, yet welcomed task.

“Test one complete.” He said, ceasing the flow of electricity as Optimus vented raggedly on the berth.

“Any sign of Orion?” Megatron asked nervously, scanning over Optimus’s scrunched up faceplates.

“Negative on readings. Does he seem to be acting like how he did during your initial observation, Lord Megatron?” Shockwave asked with a tilt of his helm.

Megatron said nothing, moving in close. “Open your optics.” He said, not too unkindly in case Orion was there, but as the mech below him stubbornly refused with a growl, proving it was _not_ Orion, he laughed. “Not listening to me Prime proves what I need to know regardless, although I do appreciate your will. Continue Shockwave.”

Optimus’s vents increased as he tried to prepare for the next assault on his mind and spark, knowing it would be worse than the first time but the level of voltage seemed grossly unfair and over done as the fire that tore through him this time seemed far more powerful. His servos gripped into the berth so hard he felt it dent beneath his desperate force, but still he did not scream.

Soundwave shifted uncomfortably as Optimus’s frame shook and twisted in its bonds, his spark burning with shame and helplessness. **_Orion…_**

Again the charge fell away, eliciting a moan from the twitching Prime and Megatron stepped forwards once more. “Open your optics.”

“FUCK YOU!” Optimus spat out much to Megatron’s surprise, he wasn’t used to the Prime using curses, especially not human ones, and he smiled wider. “Continue…”

Optimus’s optics blared to life, their seething light burning into the warlord. “I HATE YOooo… ARRRRRRRGHHHHH!” Optimus’s frame arched as energy ripped through him, its voltage so much more powerful than the last and his control broke as he screamed.

Soundwave keened, moving away from the wretched scene as Optimus seized and cried out. He wished he could do something, _anything_ to help the mech. He wished he was powerful enough to take Megatron down, tear Optimus away and run but he knew, he knew his _friend_ would kill him without a thought were he to try and save Optimus, and that thought was a horrifyingly sobering one. **_He really is gone…_**

The charge ended again, this time with Optimus falling back to the berth with a ragged broken moan. “Please…” The Prime whispered, his optics filling with tears as he stared at the ceiling with flickering optics.

Megatron growled, the voltage was getting too damn high! He didn’t want to permanently ruin the mech’s processor or spark, he didn’t want to hurt Orion, just cleanse this wretch from his lover’s systems! “How high are we Shockwave? Why, why isn’t it working!?”

“It would be logical to surmise that Lord Megatron’s torture of the subject may have expedited the cessation of his mind and spark. Perhaps it will take not just the shocks but continued exploitation of the patient's _imperatives_ to achieve success, Lord Megatron.” Shockwave stated thoughtfully.

Megatron snarled. “Arrgh, PET! You need to begin to give me results or so help me, I shall throw caution to the wind and use this!” He lifted the wand, shoving the prongs against the Prime’s helm roughly, the metal scrapping hard enough to gouge the mech’s plating

 Optimus whimpered, his already twitching frame shaking even more so. “Nooo, please… Megatron… I, I… WHAT DO YOU WANT FROM MEEE!?” He screamed brokenly just to gasp as Megatron jumped forwards, the larger mech grabbing hold of his jerking helm and pulling it close as he fumed.

“I want what you took from me! I want what I have always wanted. I WAAAANT ORION!” Megatron bellowed, throwing Optimus’s helm back so hard against the berth that the mech saw static.

“I… I am not Oriiion…” Optimus mumbled out weakly, his optics flickering terribly as he tried to focus on the mech before him, but like yesterday his vision was beginning to blur, and he could hardly see for it.

“CONTINUE! I want this _filth_ GONE!” Megatron hissed out, his servos fisting as Shockwave increased the charge and hit the switch.

“AAAAARRRRRRRRRGGGHHHHHH! NOOOOOOOO****OOOOO, STOOOO*OOOO*P! MAAA*AAASTER!” Optimus broke, the energy that tore through him becoming his reality as all of his thoughts, as the world around him fell under the waves of agony that flowed over him again, and again, and again…

He didn’t know what he was saying, screeching, or begging all he knew was he needed this to stop, for it to ease or to pass out, or cease to be… Anything, if only something would stop this nightmare…

Shockwave went to turn the machine off once more but stopped as Megatron held his servo up. “NOT YET!” The warlord demanded over the Prime’s screams.

Shockwave tilted his helm, his optic looking over the erratic readings his patient was now displaying, but he did not argue with his leader. He had warned Megatron and if the mech wanted to push the Prime to the edge of death so be it, it would be interesting to observe at least.

Soundwave stepped towards his leader, his spark hammering as Optimus continued to scream until the poor mech’s vocalizer began to fill only with static. “Lord Megatron. Spark collapse imminent.” He warned, his optics pleading to the mech behind his mask.

Megatron snarled at him, and was about to tell Soundwave exactly what he thought of the mech’s concern when suddenly Optimus’s screams ceased, as they had before and he felt his spark jump. “Enough! Stop it! Turn it all off!”

Shockwave nodded, adjusting the levels as his leader instructed him to, before turning and watching the result hungrily.

Megatron’s vents ceased as he moved in close to the berth, nervously waiting as Optimus’s frame shook and twitched. “O-Orion?” He asked softly, moving to sit next to the mech, his servos rubbing the mech’s chassis gently when he heard a pained whimper answer him.

“M-Mega…” The smaller mech started, the warlord’s vent still stuck in his chassis as he waited for the mech to finish his designation. **_Please, let it be him, let it be…_**

“Megatro… Megatronus…” Orion moaned out, his optics flickering terribly as he looked up at his love pleadingly. “He-help… P-please? It… I huuurt.”

Megatron gasped at his final success, his optics going to Soundwave as he smiled. “See, see my gift for you! Look Soundwave, I found him! I found him for us, for me and you!”

As the warlord leaned down, his arms encircling the bound, weak, twitching, and confused Orion, Soundwave fought from collapsing at the sight. To see Megatron so happy again, to see him so hopeful as he held a half dead Orion, the poor mech still jerking from his torture, and optics growing dimmer by the klik, he found himself finally, and absolutely mourning the loss of his oldest friend.     

**_Megatron… Megatronus… How long have you been gone? How, how long have I been so blind?_ **

He felt his tanks roll sickly as Megatron excitedly ushered him over, the silver mech’s faceplate in pure bliss as Orion moaned wretchedly in his arms. “Come, come my friend. Now… Now we can save him. See Orion, Soundwave is here to help too!”

Orion lifted his helm wearily, his optics trying desperately to focus on Soundwave’s approaching form, as he reached timidly out to the mech. “S-Soundw-wave…” He whimpered, a small unsteady smile gracing his faceplates as Soundwave finally came close enough to wrap his long digits around the Prime’s… Orion’s servo.

Megatron sobbed slightly at the sight, his spark reeling over having Orion back, and being able to bring him back to Soundwave as well. “See, I knew it Soundwave. I knew we could save him. We, we are so close Orion. “

Orion turned back to Megatronus, his glitching processor trying to remember what had happened, and why he hurt so much. “S-s-sick?”

Megatron nodded, his faceplates going dark as he cradled Orion’s helm. “Yes love, but we are working, we are working to cure you.”

“Ch-ch-chained?” Orion asked, his arms pulling weakly at his bonds as his spark pulsed worriedly inside him, but his love just looked at him lovingly.

“Your sickness, it, it leads to bursts of violence. Come, let’s get these off of…”

“Lord Megatron.” Shockwave interjected, his optic glancing down at his patient. “Opt… Orion’s stability uncertain.”

Megatron growled at the mech, “I will not have Orion chained!”

Orion frowned, his frame shivering as he tried to lift his servo to console his love, but remembered he was bound. **_Am I so bad that he needed to bind me? What, what is happening to me?_**

“M-M-Megatronus… It, it is alright l-l-love...” He said instead, his optics burning but not from tears and a thick sticky liquid began to fill them as his sight continued to fail.

Megatron looked down his optics bulging as Orion’s optics flickered madly for a moment, causing more of the… The energon to pour from them before they went entirely dark. “O-Orion… Orion!?”

Orion moaned raggedly as the world went black around him, his optics bleeding the odd liquid as he blinked. “M-Megatronus… I c-can’t s-s-see.”

Megatron looked up at Shockwave, his optics blazing. “Shockwave! Why, why is energon coming from his optics!?”

“A side effect of the _treatment_ he is receiving, Lord Megatron. Non-fatal, and after some time his sight should return but…” The scientist answered simply only to step back, just a bit, as Megatron snarled at him.

“We need to find an alternative, _as soon as possible.”_ The warlord hissed out, his servos shaking as he unbound Orion’s wrists, and Soundwave followed suit with the mech’s ankles.

“Understood, Lord Megatron. An alternative method shall be studied. I do have a recommendation however. Perhaps reestablishing your bond, or a merge considering a bond could potentially over-tax the Pri... Orion’s systems, could help give him strength, as well as anchor Orion’s spark to you and his processor.”

Megatron tilted his helm as he considered the scientists words. “To merge could also result in offspring.”

“All the more contr…” Shockwave stopped as Megatron glared at him darkly and he cleared his vocalizer as he sought out another, more empathetic explanation. “Indeed, and then Carrier programming and Sire protocols would be established, again strengthening the _bond_.” The scientist pointed out, his processor reeling with wonderfully complex outcomes that such steps could procure.

Megatron nodded, his helm dropping to look into Opt… Orion’s bleeding and dark optics. “Perhaps so. Did you hear that love. We may have another way to save you.”

Orion moaned, his frame wasn’t twitching as much now but his processor continued to glitch or fault terribly as he turned to his love to help him. “I, I trust you Mega… My love…” He gasped out, his frame easing as he felt his mate’s arms slid under him and pick him up.

“Come love. Let’s go somewhere more comfortable.” Megatron said sweetly as he lifted the smaller mech high and turned to leave only to have Shockwave stop him.

“Lord Megatron, the sensors are still in place, and never reached the levels the wand has. If you desire to keep him, just use this remote.” He said before handing a small controller to the warlord.

“Soundwave, please grab that for me, and then follow.” He smiled as he turned back to the silent mech, his spark aching in despair at the lack of excitement his friend displayed but he figured the recent revelations were just too much for the mech to take, and forgave his lackluster response.

Soundwave stepped forwards, taking the wretched remote from the purple mech before following after Megatron and Op… Orion, his spark a storm of misery and shame. **_He doesn’t see… He will kill him. He will kill Optimus to rediscover his perfect Orion… I, I don’t know what to do. If I let him continue not only may he kill the mech, but if he loses Orion again… Earth, frag the UNIVERSE will burn for it._**

He followed after the two mechs, listening as Megatron cooed and talked sweetly to the Prime, promising to end his pain, his disease soon. The poor senseless and weak Prime nodded blindly in return, never understanding that what the warlord promised to destroy, what he promised to annihilate was nothing more than the mech Megatron swore to protect. He didn't understand that, that what lie on the block of destruction was not some unknown sickness or disease, but his very own spark.


	12. Dreadwing

**Notes for the Chapter:**

> Hello all! New chapter that mostly consists of Dreadwing, won't spoil nothing, umm enjoy!

_BAM, BAM, BAM!_

Knockout slammed his fist against the door to Dreadwing’s quarters. He wasn’t certain if the mech was even out of recharge at this point but he didn’t care, Optimus needed help!

“Dreadwing!? DREADWING! I need to talk to you! WAKE UP!” He hollered at the metal door, his spark aching terribly as he waited for a response. **_Arrrgh, fragger. Why is he recharging so late!? Should I just try and walk in? No, I need his help and pissing him off won’t help slag… Course screaming at his door like some mad mech probably isn’t help…_**

“Medic?”

Knockout yelped as a deep voice called to him curiously from down the hall and he spun to find Dreadwing walking towards him, a confused and slightly irritated look on his faceplates.  The mech was holding a cube of energon and a datapad, apparently coming back from the mess hall after getting his morning ration.

“It seems you are looking for me?” The flyer asked flatly, his optics scanning Knockout suspiciously as he neared.

Knockout blushed slightly before clearing his vocalizer. “Umm, yes… I… Well, can I talk to you, umm… _Privately_?”

Dreadwing narrowed his optics, uncertain why the medic was acting so odd. He knew Knockout only through repairs and trips to the med bay yet the mech had always seemed a bit more controlled than he was now. **_Perhaps he has suffered after the loss of his companion Breakdown?_**

Dreadwing could understand that as he himself suffered greatly after Skyquake’s death though, from what he understood, Knockout had at least been spared the agony of a bond break as he and Breakdown had never gotten that far…

“What is it you need to speak with me about, medic? I have much to do and would like to enjoy my energon in peace beforehand.” Dreadwing said not unkindly as he entered the code to open his quarters.

“I, I am sorry but… Arrgh frag it.” Knockout wished he wasn’t stumbling over his words but the longer he looked up into Dreadwing’s optics the more doubt filled his spark. Would Dreadwing support him, would he help or… Or just turn him in to Megatron? And if that happened, how would he be able to help Optimus’s if he was locked away for treason?

Dreadwing paused as the medic’s erratic field fell over him. Clearly something was truly upsetting the mech and what it could have do with _him_ was a mystery. He had just returned, what could he possibly do to help the red mech?

“Come in then, I shall spare some time for your words.” Dreadwing said as he pushed the door open and Knockout nodded jerkily as he followed the larger mech inside.

The medic looked around nervously as Dreadwing went to sit at the small desk that adorned the far corner of his quarters. It seemed as if the Captain had never rearranged the room after Skyquake’s death, the room still being split as if to accommodate the two brothers.

There were still two berths, each at opposite sides of the room, one berth being surrounded by shelves for datapads, the other next to a wall that displayed a variety of weapons and gear. Knockout figured the weapon side of the room was Skyquake’s as the mech always seemed just a bit more aggressive than his spark twin, or at least he _hoped_ it was his side, he didn’t need some weapon crazed help but more of the thoughtful intelligent kind.

He frowned at the sight of the room though, his spark feeling for Dreadwing. Considering how long his brother had been dead and his side of the room was still set up just as it was when he was alive was telling of Dreadwing’s reluctance to let go. As he looked closer he realized that all of the weapons and armour were also still cared for as not a spec of dust lie on a single one.

**_Must have been one of the first things he did when he returned, clean his brother’s equipment… Poor guy._ **

“I am sorry…” Knockout said suddenly, the words spewing from his intake before he could stop them and Dreadwing narrowed his optics peering at the him in confusion.

“Ummm, about Skyquake that is… S-sorry.” Knockout muttered awkwardly, uncertain if mentioning the mech’s spark twin was really he right way to begin his treasonous conversation.

Dreadwing’s faceplates twitched slightly before he lowered himself into the chair behind his desk. “War has casualties.” The larger mech said evenly, but his field vibrated oddly as he said it, as if trying to conceal any emotion he felt about the subject.

Knockout nodded, his spark aching as he smiled sadly at the mech. “Yeah, I know.” He said quietly, his optics dimming as thoughts of Breakdown threatened to overwhelm him.

Dreadwing sat back in his chair, his helm tilted slightly as he scanned of the odd mech in front of him. Again, he didn’t truly know this mech, or had ever really had a conversation with him other than medical treatment but he found himself intrigued by the medic’s sudden outreach and… Empathy.

“You needed to speak with me about something?” He said finally and was surprised as Knockout quickly stiffened and nodded his helm. **_He’s nervous, but why? What is all of this about?_**

“Yes.” Knockout said gruffly, pulling himself from his dark thoughts as he turned to the larger mech, his spark hammering in his chassis as he fought to find the right words. “I… Dreadwing, we don’t, don’t know each other very well but…” The medic vented in frustration. How to bring this up? How could he accurately portray Megatron’s insanity without being taken in for treason first!?

“You seem distressed about something.” Dreadwing suggested and Knockout snorted.

“Well you are fragging intimidating mech!” Again Knockout’s intake opened without him meaning it to and he shook his helm with a nervous laugh making Dreadwing look at him in concern, which only made him laugh harder.

“Are you well, medic?” The blue mech asked cautiously as Knockout tried to calm himself down.

“I, I haha… I laugh when I am n-nervous sometimes.” Knockout said through his laughter, chastising himself the whole time. Here he was getting ready to beg for this mech’s help in saving Optimus and he was laughing like some insane fool.

“Why are you nervous?” Dreadwing inquired, his voice a bit gentler as the red mech began pacing.

“Cause I don’t want you to kill me! HAHAHA!” Knockout exclaimed, his laughter growing even more out of control but his frame trembled with terror. **_I am ruining this! I am ruining it all!_**

He couldn’t help it really, the stress of everything seemingly collapsing on him at the worst possible moment. No, he was not the one being tortured constantly but seeing Optimus crumbling, constantly having to fix his wretched wounds, to hold him as he cried, or watch as he screamed in terror or fury… It seemed to be affecting him far more than he realized.

He stood there shaking, holding himself as tears filled his optics and just laughed. **_Ohhhh, Primus. I… I should just go! I will make everything worse! I am making it worse! I need to just go! I need to…_**

“I have no plans on killing you, Knockout.” Dreadwing said gently, surprising even himself with his concern for the medic but perhaps… Perhaps it is because in this moment the mech reminded him of Skyquake…

Not the Skyquake everyone knew, the mighty fighter that always seemed so quick to anger, or believed serving Lord Megatron and the Decepticons was his sole mission in life, but a younger less battle worn Skyquake. The one only few had ever truly gotten to see…

He and his spark twin had not always been so cold and calculated, once the two of them had wanted more from life than the glory of battle and it was then when Skyquake had met his first mate, a femme named Aero.

She had been with the Decepticons long before him and his brother enlisted, the femme joining the fight because of the injustices upon Cybertron and her seemingly natural need to help others. When Skyquake and he also joined she was one of the bots that helped them find their way around the group and Skyquake fell for her almost instantly.

She hadn’t been a fighter but she was brave as they come lending her services to the cause in any way she could; from helping new troops learn the rules, giving them gear, or going to cities to help the uncasted citizens there find their way to safety. It was common in the beginning of the war, many low caste civilians just flocked to Megatron and his fight for those forgotten and oppressed.

Dreadwing used to think that the femme _not_ being a warrior just made her better suited for his brother, she was an oasis of peace in a world of chaos. He knew how much his spark twin loved the femme, feeling a sliver of his intense affection through their own bond and had hoped his brother had finally found something in this life worth more than war and pain… Of course, life is never fair.

Just after the two of them bonded, the always kind and considerate femme had been working out of one of the broken cities, trying to assist in the rescue of other miners and slaves there when the Autobots descended upon them. They had then captured all of the Decepticons that were trying to recruit, or rescue more like it, the slaves and had locked them in a detention center.

Skyquake had nearly lost his processor when he heard the news, the poor mech crumbling more and more as the days passed when finally Dreadwing had had enough and gone to the Decepticon leader for help.

He hadn’t been certain what to expect from this Megatron as before then he had only briefly met him when they joined, but as he pled his grievances to Soundwave and he then passed the message of the detainees on to the warlord, Dreadwing was amazed as Megatron immediately asked to see him for more details.

That was when both of the brothers’ respect of Lord Megatron truly began to flourish, only growing even more loyal and indebted as Megatron immediately sent a platoon of soldiers to rescue his captured bots. He even allowed Skyquake and Dreadwing to lead the rescue mission saying that their connection and love for the femme would assure the mission would be a success.

Dreadwing knew it was a foolish mission, wasting soldiers for Decepticons that were more fit for civilian duties but that his leader had not hesitated, that he had been just as furious with the wrongful imprisonment of the group just because they followed him, as they were technically not doing anything wrong, had greatly impressed both him and Skyquake.

The mission would have been a great success too as they had found numerous groups of Decepticon troops imprisoned at the Autobot prison only, they had never found Aero. She had evidently been taken to another facility and even threatening the guards had not procured her destination.

When he and Skyquake returned with nearly a battalion of prisoners Megatron had promoted the somber spark twins and promised that he would help find the femme no matter what. It had seemed an empty promise at the time, and both had merely nodded in thanks but little did they know how determined their leader could be. It took time and resources none truly had to spare back then but eventually Megatron found her, or what was left…

Apparently many captured Decepticons were being selected randomly to be sent to a science facility under the instruction of the remaining senators of Iacon. There, they would undergo terrible experiments, both physical and physiological alike. Megatron himself had been on the mission that eventually rescued Aero as he had been searching for his own officer the once Senator Shockwave who had also been taking by the twisted Autobot scientists.

The warlord had raged over what he discovered, completely destroying the operation in a blaze of fire and explosions, taking all Decepticons found therein back with him to their base.

Skyquake had sobbed openly as Megatron led him Aero’s sickly frame, Dreadwing following closely behind as he tried to console his spark twin, hoping his brother’s strife was over but, when they had found what had been done to Aero that hope was quickly overtaken by despair.

There would be no saving her, nor many that were rescued and the Decepticons could only provide them some comfort before they offlined for good…

It had been a horrible time, many of the prisoners screaming as nightmares tore through their processors, most of them not even realizing they had been freed…  Aero, she at least had some sane moments and those Skyquake held to desperately.

Again Megatron had amazed the spark twins as he let them and others stay with the prisoners until they passed. Any that wanted to remain with the tortured sparks were excused from their duties so that they could cherish every moment they had left together with their friends and loved ones.

It hadn’t taken long for Aero to pass, and in a way Dreadwing had been grateful for it. The many nights she screamed had torn at his brother terribly and when she passed he had almost been assured that Skyquake would follow but it seemed his rage kept him from falling away after his bond broke and he swore to fight so that this never happened to another, as did Dreadwing.

Both brothers had presented themselves to Megatron then, swearing their complete and unshaking loyalty, not only for what he had done for them but so many in the short time they were in his service. Megatron was a light of hope in the darkness of war and they would follow him until the day they ceased to function… And so far, one of them had fulfilled that promise…

………

Dreadwing shook his helm, pulling himself from his dark thoughts as he peered at Knockout. The medic looked much like Skyquake in those days; when he sat next to Aero’s berthside day in and day out. Lost, confused, desperate, and furious… Like the world was crumbling around him even as he fought to stand tall.

“Knockout, what is it that had brought you to me? You have never found such a need before, and I am curious and open to listening to what you have to say and… I shall restrain myself from killing you for words.” He added with a small smile and Knockout nodded jerkily in return.

“Oh… Ok. I, well… Ok, here we go then, yeah? Yeah…” He vented in deeply, stilling his frantic spark and just started talking. “You, you have been gone for a bit, yeah? Well, some stuff has… Something has been going on with M-Megatron since… Since you left.” Knockout stuttered out, his frame freezing as he expected to immediately be blown away from the large jet but was amazed, and terrified as the mech just continued to look at him evenly.

“Oh?” Dreadwing inquired. “And what might that entail?”

Knockout’s optics bulged as he nearly fainted before the mech. **_Is this it? Will he kill me? Lock me away? Or, or something worse? Arrrgh, last chance to just laugh in his face and run away and pretend none of this…_**

Suddenly the lights in Dreadwing’s quarters flickered, the glow from them dimming almost to nothing before becoming painfully bright and back again.

“Strange,” Dreadwing commented as he peered at the light calmly but Knockout, Knockout felt like his spark had just crawled up his throat.

 ** _Oh Primus… Please, please don’t tell me this surge is because of Optimus!?_** As the lights flickered again the medic’s panic seemed to be torn away as fury took its place and he lowered his helm to look at Dreadwing’s thoughtful faceplates.

“It is Optimus… He is torturing him again, electrocuting him I bet… Th-thus the energy surges.” Knockout said with an uncontrolled growl even as his voice was thick with sorrow.

It was then Dreadwing’s faceplates began to change for the first time in their conversation, the larger mech narrowing his optics as he scowled at the medic. “What?”

Knockout’s courage grew as his anger did and he curled his servos into fists as he approached Dreadwing’s desk. “He is _torturin_ g Optimus, _again_. Ever since he got his servos on the Prime he, he has ripped him apart _over_ and _over_ again!” His voice became louder the longer he spoke, his spark aching with each flicker of light. “He has raped him in front of the entire crew, he stripped his paint with an acid wash, torn into his frame, broken his faceplates I don’t know HOW MANY TIMES! He is _breaking_ him down so that he is nothing more than some… SOME PET! And…  And the worst part is… It is working…”

 Knockout’s last words came out just above a whisper, his frame trembling as his optics burned with tears. “It isn’t j-just him… Starscream, Soundwave… He, he is destroying them all, Dreadwing! But Optimus, he has a particular dark spot for the Prime, you know this! He, he aims to destroy him slowly, shatter him from the inside out and he IS! _HE IS_! Megatron… Megatron is insane and if, if he succeeds in destroying the Prime who will stand up to him!? Who CAN!? We… I need your help! I am desperate for it! Please! I beg you, help me save Optimus Prime!” Knockout’s fists slammed onto the silent mech’s desk as he finished his rant, his frame heaving from ragged vents as he stared pleadingly into Dreadwing’s dangerously calculating optics.

There was silence for a moment, the lights finally returning to normal as the two mechs stared at one another.

“These are some serious accusations, medic.” The larger mech said evenly, his voice grave… Cold even.

Knockout felt his spark fall at the dark tone Dreadwing’s voice held yet he vented in deeply before standing tall under the other mech’s scathing look. “Yes, yes they are and they are all true.” He responded just as darkly. “If you don’t believe me, come to my med bay, if he will allow me to even fix Optimus tonight, and you can see for yourself.”

Dreadwing’s optics narrowed further each burning into Knockout’s, searching. What he was searching for, even Dreadwing  wasn’t sure but it appeared the medic believed what he was saying, but was he right? Was what he said true? Megatron had not seemed any worse off during their battle the previous day, he had not seemed like some insane mech that would torture his crew so why, why was the medic here spouting all of this to one of Megatron’s most loyal soldiers?

“Why come to me with this, medic? I have made it very clear where my loyalty lies. Megatron has never done me wrong, and I owe him more than I can ever repay. It seems very foolish that you should be here.” The larger mech stated as he glared at Knockout.

“Yeah… Yeah I fragging _know_.” Knockout said with a desperate laugh. “You think I don’t know that!? You think I would be here if, if I knew any other way to deal with this!? WHY DO YOU THINK I SAID I DIDN’T WANT YOU TO KILL ME!?” He exclaimed with another nervous chuckle, his servos rubbing at his arms hard enough he was sure to wear the paint away. “He is destroying his team, he is breaking the Prime and Primus forbid he should be the one to restore Cybertron in this state of processor. I, I came to you because I am a coward, I am no soldier, Breakdown was the strong one… You though, you are honorable, one of the most honorable Decepticons I have ever met and I beg you… Please help. Please see this not through the optics of a loyalist but as a mech, a mech of honor because what our leader is doing it… There is _no_ honor there, I promise you that.”

Dreadwing tapped his digits along his desk, his processor reeling from everything the medic had said. “I have seen no abuse of power since my return.”

Knockout growled at him in frustration. “Of course not! You have only been back one night AND on a night that I hardly recharged because I was piecing fragging Optimus back together for like the fifth TIME! Just because you haven’t seen it DOESN’T MEAN it is NOT HAPPENING!”

“Easy medic.” Dreadwing said evenly as he rose from his chair. “You forget your place. I am your commanding officer and I will ask that you treat me with respect.”

Knockout’s optic twitched. “Respect… R… Frag it all, FINE SIR! I _respectfully_ ask you AS a commanding officer to HELP US!?” He spat out, lifting his servo to his chest in a mock salute.

It was Dreadwing’s turn to growl. “You come into my quarters, accuse our great leader of madness, of war crimes I know he has never _ever_ tolerated, and then disrespect me for questioning these outrageous claims!? You are walking on very rusted metal here, medic. Just spouting these accusations could end with you court-martialed.”

“FINE!” Knockout screamed, his frame trembling with outrage. “Fine, lock me up but before _you do_ run through everything I just said, think about how fragging STUPID, frag… DEADLY it was for me to come to you! Slag, go LOOK at Optimus! Look at his plating! Talk to him! IF YOU CAAAN! Who knows how broken the mech is after this morning’s torture! But at least go FUCKING LOOK!”

A sob escaped Knockout’s intake and he had to turn away for a moment to collect himself. **_What am I doing? I am going to be locked away, or ripped apart for what I am doing and then… Then who will help Optimus? Who will put him back together again!? What have I done… Oh Primus, h-help me get through to this mech…_**

He vented deeply, his helm still turned away as his optics dimmed, “I came to you with hope, hope that there was still some honor in what we fought for… Some, some comradery for all we have been through together, trust even.” He lifted his helm, his optics pooling with coolant as he looked over his shoulder at the larger mech. “Megatron… Megatron is _not_ the mech he used to be. He is cruel, insane, and he will do everything in his power to destroy Optimus but there will be no honor in it Dreadwing… If, if you would just look beyond who he once was and see what he has _become_ … And frag it! Lock me up, so be it! If, if that is what it takes for you to take this _seriously_ then do it but please… If you do, don’t shut your optics to this, I beg you.”

As Dreadwing’s stiff frame relaxed a bit and just a flicker of uncertainty fleeted through his optics Knockout found a small sliver of hope grow in his spark and he continued before he lost the mech again.

“We, we started this to fight against the monsters in the Senate. To help those that could not help themselves and right now… Megatron _is that monster_ and, and I fear if he is left unchecked he will not only destroy Optimus and his own Decepticons, but any hope of restoring Cybertron with a fair and just system of government. He, he could destroy us all Dreadwing, and without Optimus… The fragging most honorable mech I have ever met, and I know you feel that way too, there will be no one to stop him.”

Again silence filled the room, the two Deceptions staring at each other as their processors raced when Dreadwing finally straightened his shoulders and walked out from behind the desk. Knockout flinched as the larger mech approached, lifting his arms in defeat as he expected to be shackled and hauled away when Dreadwing scoffed at him.

“I am not going to take you in, not yet anyways.” Dreadwing said with a glare. “But that doesn’t mean that is not an alternative I have dismissed. I shall look into these accusations if anything to fulfill my duty as your officer.”

Just as another bloom of hope filled Knockout’s spark it quickly withered as Dreadwing’s helm lowered until it was mere inches from his own and he swallowed hard at the look of deadly promise he found in the other mech’s optics. “If you are lying though, if this is nothing more than some plan to get me to assist in some treacherous coup I warn you medic, the holding area will be the kindest punishment you will receive for going against our leader.”

Knockout nodded numbly. “It is true, Dreadwing and you know what… I really wish it wasn’t. You will see… Just come to the med bay, look at my logs… We can start there.”

Dreadwing pulled back with a heavy sigh, his optics scanning over the small grounder before nodding. “Very well medic. You have twenty-four hours to prove your claims.” He said as he opened the door to his quarters.

Knockout laughed bitterly as he walked out. “Honestly Sir, I don’t think it will take that long.”

……………………..

As the two mechs walked down the halls towards the med bay Knockout almost jumped out of his plating as his promise to Dreadwing seemed to present itself almost immediately as none other than Megatron himself came walking towards them.

His optics bulged as he spied Optimus’s frame curled up in his leader’s arms, his spark fluttering nervously as they approached wondering what state he would find the Prime in this time and… How Dreadwing would react to it all.

**_Oh please… Please don’t let this all end in a bloodbath. Let him see and be smart enough to plan or… Frag let him see at all! This isn’t just some prisoner of war tactics, this is brutal and twisted!_ **

He heard Dreadwing grunt as they neared Megatron, his optics narrowing as he spied Optimus’s grey plating but both he and Knockout were surprised when they heard the oddly distracted warlord cooing to the mech he held almost, almost like a lover would?

It wasn’t until they were only a few feet from passing him that Megatron lifted his helm, his optics clouded as he peered at both Knockout and Dreadwing with simple curiosity, apparently too involved with Optimus to pay them much mind.

“Dreadwing, how was your first night back? Did you rest well?’ Megatron asked kindly and Knockout nearly dropped to the ground at his leader’s calm, gentle manner.

Dreadwing peered over at Knockout suspiciously before bowing to Megatron. “I recharged well enough, Lord Megatron. Thank you for asking.”

Megatron nodded with a distant smile before looking back down at Optimus. “Knockout, I was wondering if you could take a look at Orion’s optics in a little bit. He seems to be having a bit of a problem with seeing and I am worried for him.”

The medic gaped at his leader, his spark thundering as he looked from Megatron’s concerned optics, to Dreadwing’s growing scowl, and then to Optimus. He gasped as he found energon encrusted along the outer rims of the mech’s dark optics, it was clear the Prime was blind. There were sensors of some sort attached to the mech’s helm and chest plates as well, but as for their purpose Knockout could only guess, and none of them seemed pleasant.

**_He, he is blind!? What, what did they do to him!? Optimus…_ **

“My Lord, you called the Prime, Orion?” Dreadwing inquired as Megatron shifted the seemingly weak mech carefully in his arms.

As Megatron’s faceplates lifted, his optics gleaming with hope and wonder Knockout felt sick to his tanks. “Yes, yes through some treatments we have found him once again, isn’t that right my love?” He asked sweetly and the medic’s sick terror grew as Optimus smiled blindly back at him.

There was no hesitation in the action, no fear, or worry just pure trust and love coming from the broken Prime. “Y-Yes… Mega-Megatronus is h-helping m-me g-greatly.” Optimus… Orion said wearily, his helm snuggling into Megatron’s chest as he sighed. “H-he w-worries t-too much.”

Knockout could hardly vent, his frantic spark almost ripping from his chestplates as he fought from tearing Megatron apart right there. What had he done to Optimus!? What had he done to bring Orion out? Why was he bleeding from his optics!? Why did he look so happy!? WHAT WAS HAPPENING!?

“Knockout? About his optics…” Megatron’s freakishly kind words pulled the medic from his panic and his wide optics lifted until they found the silver mech’s soft ones.

“Oh. Of course, m-my Lord. Yes… Whenever… Whenever you are ready.” He stuttered out through numb dermas.

“C-could I j-just rest f-for now, M-Megatronus?” Optimus or Orion asked wearily, his blind optics looking upwards as he asked. “I am s-so tired.”

“Of course, my love. Anything you need.” Megatron answered before lifting his helm and smiling at Knockout, _at Knockout_ , before nodding in thanks. “I think he needs to recharge first, and then we will go and see you. If it gets bed perhaps you could come to my quarters to help?”

Again the medic just nodded, his shock overriding any logical thought and he flinched as he felt Dreadwing step closer to him.

“Excellent, now if you will both excuse us, I will be in my quarters caring for Orion for the rest of the day. There should be no attacks started by us today, retaliation and defensive missions only. Dreadwing you are in charge as Soundwave will be occupied as well.” He said with a nod to Dreadwing before cuddling Optimus close and walking on.

So lost in his horror and confusion at the odd meeting, Knockout hadn’t even noticed Soundwave was standing right behind Megatron the whole time and as the darker mech passed, holding some odd remote Knockout looked at him in desperation yet, like him, there was nothing he could do…

The medic did hear a small keen escape Soundwave as he walked by but that was the only thing he got from the mech as he dutifully followed after their insane leader.

**_No… No, what… What is happening! Where is Optimus!? WHAT DID HE DO TO HIM!?_ **

As he watched the trio of bots disappear down the hall Knockout felt like his world, everything he was fighting for was crumbling around him. How could he help Optimus if there _was_ no Optimus at the end of this!? How did he get Optimus back!? Should he just leave things the way they were? Was Orion back to stay and, and did that mean his leader would find some level of dignity, of honor, of _sanity_ again!?

He gaped at the empty hall, his spark in pieces when a heavy servo fell upon his shoulder and all of a sudden he remembered his _other_ problem now. He turned weakly and looked up at Dreadwing. What would he say? How could he convince the mech of Megatron’s madness, of his brutality towards Optimus as Megatron stood there and cooed and fretted over him like a sparkling?

He couldn’t.

He, he had nothing, nothing left to fight with… Or so he felt.

He remained silent as he looked blearily up at the larger mech, his spark in tatters, and processor too overwhelmed by everything to even try to explain what just happened, not like he could anyways…

He lifted his servos dejectedly, displaying his wrists once more as he expected to just be taken away… Who knows, perhaps if the mech was as honorable as he thought he would just do him the favor of destroying him outright, something he had never quite had the courage to do after Breakdown left him and now… Now he felt he had failed Optimus so devastatingly…

“Let us go review those logs.” Was all Dreadwing said before turning and continuing his march to the med bay and for a klik Knockout just stood there in confusion.

“Wh-what?” He mumbled out, his arms still lifted before him, ready for whatever punishment the mech had planned for him.

Dreadwing glared at him from over his shoulder. “I have yet to decide where your loyalties lie medic, but I am no fool. Something is clearly amiss and I plan to get to the bottom of it.”

Knockout’s optics bulged as he stood there, again frozen in shock until Dreadwing growled at him. “Are you coming or not?” He asked gruffly and the red mech nodded jerkily before running to catch up to the flyer.

“W-why… After, after that, why are you still…” Knockout started, but wasn’t exactly sure how to put the right words to his loaded question.

Dreadwing’s optics flared for a moment, but other than that the mech seemed as collected and stoic as ever. “I told you, I am no fool. I was not here when Orion returned before but I know that was because of the loss of the Matrix’s power and this time… Well, I do not know what is happening but if Megatron’s _treatment_ for the Prime is anything like another I once witnessed and it is our own leader who is orchestrating such  _help,_ well…”

Dreadwing stopped a moment, thoughts of Aero and the other prisoner’s madness, their nightmares and screams fleeting through his helm and he felt his spark harden at the memory. “Then perhaps he truly is lost to us.”

He peered down at Knockout, his faceplates drawn as his processor reeled. “Come, we are wasting time Knockout.”

Knockout’s spark was pulsing so quickly in its chamber he thought he might be fluxing. **_He, he wants to see the logs! That, that means he is at least willing to look into this! Oh Primus… Oh thank you! With his help maybe, maybe we can escape this nightmare even quicker…_**

His joy was short lived though as he thought about Optimus curling up in Megatron’s arms willingly, lovingly even. Even with Dreadwing’s help their time was running out much too fast and if he was honest, he wasn’t sure that Optimus would even be there to save in twenty-four hours and that, that thought terrified him. **_Just hold on big guy. Just a little longer, please!? I, I still haven’t even gotten to let you know, when you’re awake, that… That I love you too…_**


	13. Blind Love

Megatron gently laid Orion down on his berth, wrapping the shivering mech with some blankets before going over to his energon cabinet to grab a few cubes.

“Sit Soundwave, I am certain Orion would enjoy the comfort of you next to him.” The warlord insisted to his friend with a smile.

Soundwave stood just inside of the doorway in Megatron’s quarters, his frame remarkably still even as his spark raced with uncertainty. He nodded to his leader, placing the cursed remote down on one of the many shelves that aligned the perimeter of the room before moving to the side of the berth.

“S-Soundwave?”

The darker mech looked down as Optimus… Or Orion called to him, the larger mech’s optics searching for him blindly before he finally gave in and sat down next to him.

Megatron looked up at Soundwave curiously frowning as the lithe mech sat next to Orion stiffly. It was obvious the mech was struggling with all of this yet Megatron couldn’t understand why. **_Why is he being so distant? Poor Orion won’t understand his distance. Perhaps he is still in shock?_**

“Soundwave, Orion is trembling. Maybe you could lie next to him to keep him warm? I will get some more blankets and fuel for us.” Megatron said softly, hoping to encourage Soundwave to engage with Orion a bit more.

Soundwave almost whimpered at the request, his spark aching as he wondered what Optimus would think of him just going along with Megatron’s twisted actions. He relented though as Optim… As Orion’s servos found his and pulled him closer.

He shifted his frame nervously, lifting his legs up until he lie on the berth a flutter of something he hadn’t felt in some time whirling through his spark as Orion sighed and snuggled close. **_This… This isn’t just Orion, Optimus is there, they are one! I, I don’t want to take advantage of the poor mech._**

“S-Soundwave are, are y-you cold? You’re sh-shivering.” Or... Optimus asked apprehensively.

Soundwave vented out as he tried to calm himself and he looked down to find two dark yet somehow still loving optics peering up at him worriedly. “Soundwave is well.” He said quietly, his throat tight through the lie.

Optimus frowned, “Y-you don’t h-have to l-lie d-down. I, I am s-sorry if I s-scare you. Megatronus said… Said I can be violent… Did, did I hurt you?”

Soundwave blinked in surprise at the mech’s words, his spark clenching guiltily in his chest. **_He thinks my awkwardness comes from his false sickness? That he hurt me, ME? Oh…_**

“Not scared Op… Orion. Soundwave w-worried f-for you. Orion n-never hurts S-Soundwave.” He stuttered out, glancing behind him as Megatron rummaged through one of his closets for more berth linen. He had almost called Orion, Optimus… He knew that would infuriate Megatron to no end if Orion began to question things like he once had.

He wondered if Orion even remembered his time aboard the ship before, it had been such a short time and ended terribly, well for them. Would those memories come back, did he have them now and if he did… How long until he figured out that Megatron was lying once again?

“I, I am s-sorry f-for w-worrying you b-both.” Orion said weakly, his blind optics filling with coolant as he nuzzled his helm against Soundwave’s chest. “I do-don’t understand a-any of th-this.”

“Ease you mind, my love.” Megatron said gently as he walked over with his gifts. He placed the blanket over Orion carefully, the smaller mech smiling as he did so. “I am certain you have questions but for now, just rest. You have been sick for a very long time and only now are we getting some hope of a cure.”

Orion whimpered sadly, his helm aching almost as much as the rest of his frame as he tried to piece together his scattered memory files.” I d-don’t r-rememb…”

“Shhhh…” Megatron insisted quickly, his optics flashing oddly before returning to their clouded bliss. “Hush love. Don’t think. Save that energy to get through your treatments, yes? You trust me, don’t you?”

Orion smiled as he felt Megatron move in on his other side, reveling in the warmth and comfort of being surrounded by his two loves. “Of course I do Megatronus… W-with all my s-spark.”

Megatron vented in brokenly, his own optics filling with tears at Orion’s words. “See, then rest love. You are safe with me, always with me.”

Orion nodded his optics shuttering as he vented wearily when Megatron pursed his dermas in thought. “Oh, Orion would you like some fuel first love? I imagine you are in low levels.”

“Mmmm, sleepy...” Orion mumbled against Soundwave’s chest and Megatron chuckled.

“Come love, I will hold you so you can fuel.” The warlord insisted as he gently slipped his servos under Orion’s frame and pulled him up till he sat upon his lap. He leaned Orion’s helm against his shoulder before grabbing one of the cubes he had taken from the cabinet and raised it to his lips. “Drink? For me love… Please?”

Orion groaned but opened his intake as asked, slowly sipping from the cube Megatron held for him.

Soundwave watched the whole scene silently, his spark aching with the familiarity and love he found there yet burning as well with the twisted undertones that brought the two cursed lovers to this moment. He sat up as Megatron continued to slowly feed the Prime, Optimus venting softly as he was fed, a smile coming across his faceplates as Megatron quietly encourage each sip…

The image was as beautiful as it was tragic and watching it from the outside hurt more than Soundwave ever felt possible. **_Megatron… My oldest friend, this isn’t real. He is hurt, he is suffering because of you, don’t you see? How far will you go until you realize the truth, until you realize Orion and Optimus are one in the same and all along you could have had them both… That we… We could have had them…_**

Once the cube was about half empty Optimus/ Orion yawned and turned his helm away. Megatron smiled lovingly down at him as he sighed and placed the cube to the side.

“You did well love, let us rest now.” He whispered and Optimus nodded weakly in his arms.

Shifting the Prime to the center of the large berth once more Megatron slid in close on one side, peering up at Soundwave as he did so. “Will, will you join us Soundwave?”

Soundwave swallowed hard, his spark hammering in his chassis as Optimus’s dark optics looked over towards him curiously. “Please?” He asked with a small smile and the darker mech felt his spark clench at the plea.

He nodded forgetting Optimus couldn’t see his movements before moving his frame to spoon the other side of Optimus. His frame still trembled as the Prime snuggled in deep between them and quickly fell to recharge.

Soundwave’s optics never shuttered closed, the insanity of this whole situation assuring he would not fall to recharge any time soon and he peered over at his leader worriedly.

“He is so beautiful.” Megatron mumbled almost as if to himself and he brushed his digits over Optimus’s helm. His faceplates were peaceful, gentle and without their usual scorn until his servo brushed over the deep scar that lined one side of Optimus’s faceplates.

“What, what is that?” Megatron asked, his clouded optics cycling as he focused on the marred plating, his helm tilting as he stared at the fresh scar. “Orion never had a scar like that…”

Soundwave remained still, his optics widening as Megatron’s confusion grew. **_How… How does he not remember the scar HE produced? What… What is he confused about and why is he staring at it so intently?_**

As Megatron continued to trail his digits over the scar a light moan of pain came from Optimus and he stopped. The silver mech looked over to Soundwave in alarm. “Soundwave, what happened to Orion? What happened to his face?” He asked fearfully and the darker mech felt his spark freeze at the question.

“Lord, Lord Megatron scarred Optimus Pri…” Soundwave started hesitantly only to stop as Megatron snarled at him.

“ _Don’t say that NAME!”_ Megatron hissed out, his unusually clouded optics sharpening in an instant as he glared at Soundwave.

Soundwave’s optics narrowed behind his mask. “Truth, Lord Megatron.” He said sternly. “Plating, scars, fault of Lord Megatr…”

The warlord sat up, his optics blazing as they twitched. “Come with me, Soundwave.”

Soundwave shivered slightly as he rose from the berth, careful to not wake Optimus as he walked after his leader.

Megatron led him into the wash room, closing the door gently once Soundwave had passed him before turning on the nervous dark mech. “Soundwave… Obviously this is all new to us and there are evidently some things we must discuss and clarify.” Megatron started as he slowly walked up to Soundwave.

Soundwave sunk in on himself as Megatron placed his servo on his shoulder. “Lord Megatron, S-Soundwave concerned for leader. Not seeing clearly.” He said timidly as Megatron shook his helm.

“No Soundwave, I am seeing things very clearly my friend. Orion is with us! He needs our help in easing him through this transition, and all I ask is that you are there with me… Support me, support Orion through this. Please, my friend?”

Soundwave felt the silver mech’s servo slip under his chin, lifting his helm so that his mask was inches from his leader’s. “I love him Soundwave, much like I love you. To have you both with me again is a gift, one I will not soon give up.”

“Lord Megatron…” Soundwave’s spark burned for his leader’s, his _friend’s_ admission of love… How long had it been since the mech said such a thing? Or said it while he had his plating intact and wasn’t bleeding beneath him? “Scar confused Lord Megatron. Forgotten? Not seen? Soundwave worries.”

Megatron blinked at him in confusion, his helm dropping as he tried to understand what Soundwave was going on about. “I know about his scars Soundwave, I ripped them into the Prime. Everything I have done to him has worked towards getting Orion back, don’t you see that?”

Soundwave pulled his helm back, his spark thundering within him as he peered at his leader. What was happening to Megatron? He was talking in riddles and not making any sense at all. One moment he was shocked by the scars, the next he was furious about mentioning Prime and the damage _he_ had done, and the next he was admitting to the damage done and defending it!?

Soundwave nodded weakly, figuring nothing he said at the moment would get through to his old friend anyways and the odd  glazed look fell over Megatron’s optics again as he did so. The silver mech smiled happily pulling Soundwave in to hold him tightly and Soundwave felt his throat tighten as despair filled him.

“We are together again Soundwave, the family we always wanted and I swear, this time no mech will take that away from us.” Megatron’s voice fell to a growl as he made his dark promise and Soundwave vented in deeply as the mech’s hold became almost painful as his large servos tightened around him. “Orion is _mine_ now. I destroyed a planet the first time he was taken from me, just imagine what I am capable of to keep him.”

Soundwave keened in his leader’s arms, his frame shivering terribly even as he tried to control his overwhelming sense of dread and Megatron looked down at him sadly. “Aww Soundwave, do not fear. No one will take him again, I promise you, you have nothing to fear. I will keep him safe for us this time. Come, let us hold our love and rest.” He said with a gentle smile, taking Soundwave’s shaking servo and leading him out of the washroom.

The dark mech walked on unsteady pedes, he felt weak with terror and let Megatron help him into berth, the silver mech lovingly tucking him in next to Optimus before returning to his place on the other side.

“Our family, or most of it… Together again. Soundwave, I am so happy.” Megatron said as he gently kissed Optimus’s helm and lay back with a sigh. “So very happy…”

As Megatron fell to recharge and the room was filled with the melody of gentle vents Soundwave finally let himself fall apart, albeit silently. His optics bled tears beneath his mask, his frame a shivering shaking mess as he hid his sobs. He peered over the two mechs that lay next to him, one clearly lost forever and falling deeper and deeper into madness as the kliks passed while the other… The other lay there broken, inside and out as he nestled close to his destroyer.

**_Primus… Do you exist? If, if you do please… Please help us. Help your Prime, help your people… We have done wrong but I fear if things fall apart again even the universe will not be spared from Megatron’s wrath._ **

……………………..

Magnus looked over the plan he and Starscream had been working on over the night, his tired optics burning as he reviewed each step over and over again.

 ** _There are too many variables._** He thought bitterly for the twentieth time, a heavy sigh escaping him as he shook his tired helm and looked up to find Starscream lightly recharging in one of the chairs in the command room.

The Decepticon had his shackled arms upon the table, his helm resting upon them as he fitfully slept. The seeker’s frame twitched now and then, small moans pulling from his vocalizer as he dreamt and Magnus frowned at the sight. **_I wonder what nightmares he is facing even now that he is free of his torment..._**

What Starscream had reported about his treatment aboard the Nemesis burned through Magnus’s processor and he felt sick from all of it. Yes, the mech was a Decepticon, yes he had destroyed many Autobots in his time with Megatron but to be abused like that… It was a fate no mech deserved, Autobot or not.

The door to the command room opened suddenly and a quiet Arcee walked in, her optics narrowed hatefully as she scanned over Starscream’s frame and for a moment Magnus was worried he might have to yell at the femme once more.

Not only had she been giving Magnus trouble about their battle the other day but when he allowed Starscream out of his cell she had been furious. Again he had tried to remain calm for most of her raging tirade but even his patience had its limits, especially considering the delicate nature of Starscream’s surrender to them and what information he was providing because of it and eventually had Arcee confined to her quarters to keep the femme from ripping Starscream apart. Only recently had she come back out and after another long but far calmer discussion where they explained just what Starscream had told them, she had stubbornly agreed to _tolerate_ his presence.

“Have you even recharged?” She asked before handing him a cube of energon, perhaps a peace offering of sorts, but Magnus would take it over her screaming at him again.

“Thank you Arcee, and no, not yet.” Ultra Magnus admitted as he sipped at the cube.

“You should, especially if we are going to move on this plan anytime soon.” Arcee said as she peered over his shoulder at the plans Magnus had set out on the table before him.

Magnus almost scoffed yet it would be beneath his station, instead he sighed heavily again and shuttered his optics. “This plan, it is… A gamble at best.”

Arcee frowned, tilting her helm as she read each line. “Yeah, but we don’t know who we have over there until that bastard wakes and contacts Knockout. That is _if_ he is telling the truth about all of this.” He said bitterly and Magnus groaned.

“Arcee, I understand your reservations but I ask you restrain yourself from…”

“It is _fragging_ Starscream, _Magnus!_ Why should we believe _anything_ this monster has to…”

“DO WE HAVE A CHOICE!?” Magnus shouted as his fists slammed onto the table before him.

“AHHHHHH!”

Both Magnus and Arcee looked up as Starscream screamed and jumped to his pedes, his chair flying backwards and crashing into the wall as he scrambled into fighting stance just to stare in horror at his chained servos. “NOOO! NO MEGATRON, PLEASE!?”

“Starscream?” Magnus started, rising to calm the frantic mech only to pull back as Starscream panicked further and clambered backwards madly.

“NOOOOO! I, I…” Starscream blinked suddenly, his processor finally rebooting enough to realize where he was and _why_ he was cuffed. He raised his helm to find both Autobots looking at him, each wearing varied looks of horror on their faceplates and he scoffed in disgust before turning away.

“Starscream, are you alri…” Magnus started just to have Starscream growl at him.

“Obviously not, mech!” He spat, embarrassed by his second display of weakness in front of these pathetic Autobots.

Magnus vented out, his faceplates falling with the exhaustion that tore through him. “A poor choice of words perhaps.” He said wearily as he rubbed his faceplates in frustration.

Arcee rolled her optics, “Whatever Starscream, now that you are up at least you can contact Knockout. Find out what progress he has made so we can go fragging save Optimus.”

Magnus felt his frame tense at the sharp tone of the femme’s words but Starscream merely nodded. “A rude hello, but you are not wrong. I will contact him now though it may be better for me to be outside of your base as my radio seems to be hindered by your firewalls.”

“I will escort you outside of the base.” Magnus said as he covered a yawn and began to walk towards the seeker.

“I can take him Magnus, why don’t you rest?” Arcee suggested just to snarl as Starscream burst out laughing.

“Oh yes please, allow the murderous femme to escort me to some hidden valley that way she can bury my frame with ease.” He sarcastically remarked as the femme glared at him.

“Enough, both of you!” Magnus raised his servos in frustration, stopping the fight before it could escalate. “I will take him Arcee, you go wake Ratchet and let him know we are contacting Knockout. Wake the others as well and have them fueled and geared up to go in a moment’s notice.”

“Yes Sir…” Arcee grumbled out as she marched out of the room and Magnus sighed once more.

**_I am exhausted… How Optimus can deal with this level of emotion from his team members is beyond me._ **

“Come Starscream, let us get this over with. I just pray he has some good news.” Magnus muttered as he gestured towards the doors.

Starscream grunted. “So do I mech, so do I.”

………………..

“This is one is from the second day, here are the scans I took of his lower mandible. See the damage along the front plating, and here… Compare the image to the ones from the night before, see how much more extensive the damage is? Look at those fracture lines, see where his repair systems had started to mend the previous ones just for them to be split open again?  Or this one, or this one!”

Knockout sat at his desk, his servos shaking as he went through each wretched scan. It was like going through every torture he had seen Optimus suffer through all over again, and these were only from the times he actually got the chance to scan Optimus before his repair systems kicked on. He hadn’t been able to scan the Prime that time after his plating had been stripped away, his frame torn into and raped…

Dreadwing was silent through the presentation, merely nodding now and then at what Knockout said or showed him and the medic wasn’t sure if that was a good thing or a bad one.

“Here, let me pull up the work Soundwave and I performed on him just last night. Now, I don’t have scans but I do have his energy signatures recorded.” He pushed his chair back, walking over to one of his screens before rooting through the files there when suddenly his radio went off and he nearly panicked.

**_Is it Megatron!? Did he beat Optimus again or is it about his optics? Primus, how will I keep a straight face if Optimus is cuddling up with that fragging monster the whole fragging time and…_ **

**:Knockout, it’s Starscream.:**

The medic sighed in relief, the seeker’s voice almost like a beam of light after too much darkness. **_He is contacting me! Maybe that means we have the support of the Autobots! Just wait till I tell him about Soundwave and… And…_**

He frowned as he peered over at Dreadwing. Starscream had told him not to involve the mech and yet he had, would Starscream be pissed? Or, or would Dreadwing be pissed because they were already working on an escape plan even though he hadn’t convinced the captain yet…

**_Frag, what do I do? If I answer the comm Dreadwing will know everything, and what do I tell Starscream about Dreadwing!?_ **

“Ummm, I…” He started nervously, wishing he could hide his emotions better as Dreadwing scowled at his obvious awkwardness. “I have to take this comm… But here are the files just, just look over the readings, they will show you how erratic Opti... the Prime’s spark rate was.” He suggested as he nodded and quickly moved out of the med bay without another word.

**_Frag I hope he doesn’t take me leaving in the middle of this as a sign that it isn’t important._ **

Frustrated he answered the comm.   **:BOUT FRAGGIN TIME!:**

There was silence for a moment before a growl came over the line. **:Excuse my tardiness, medic. It isn’t like it is easy to convince your captures that you mean well when you have a history of killing their team members! But nevermind that! Have you gotten through to Soundwave? Will he help us?:**

Knockout vented angrily, he had never been a fan of Starscream’s temper but if talking to the fragger was the only way to save Optimus…   **:Yeah, I got him. Took a saw to his throat to get him onboard but I think he is trust worthy enough to help us. What about you?:**

 **:Of course I did. I do not fail easily.:** Starscream gloated and Knockout rolled his optics.

 ** _Much easier when it is the Prime’s side that needs convincing, pompous aft._** He thought bitterly.

 **:And? When are we doing this Starscream? It needs to be soon because slag is falling apart on this end… Much quicker than I thought it would.:** Knockout added sadly.

Again a moment of silence fell over the radio before Starscream answered. : **I suppose I should not be surprised, Megatron does have a way with breaking down even the mightiest of creatures… Frag, what is the situation there and is there any way you could get Optimus away from Megatron for at least two breems, more if possible.:**

Knockout barked out a half laugh half whimper. **:Sure Starscream, why don’t you just ask me to assassinate Megatron, take over the Nemesis, and restore Cybertron while you are at it!?:**

Silence…

**:Your sarcasm is noted and unhelpful as always, Knockout. We don’t have time for…:**

**:I KNOW WHAT WE DON’T HAVE TIME FOR STARSCREAM!:** Knockout yelled, his voice echoing down the hall of the ship and he cursed himself for overreacting. He glanced nervously back at the med bay doors as he fought to calm down. **:We don’t have time for some bullshit plans that involve the impossible! Optimus is _breaking_. I saw him today and… And it wasn’t even him! It was Orion!:**

 **:Orion? How? How is that possible?:** Starscream’s voice sounded just as nervous as Knockout felt.

 **:I don’t knooooow! I… He is destroying him, Starscream! The scars, the torture… I hardly recognize h-him. Starscream the way Optimus s-screams, or h-hides from M-Megatron, and now, now he is CUDDLED UP TO THE FRAGGER LIKE… Like, ohhh gods… He is destroying him! He, he is taking him from m-me…:** Tears filled Knockout’s optics, his servos covering his faceplates as he focused on venting and keeping what little control he had left.

**:Keep it together, Knockout. We are working to fix this. You can’t go losing your processor now. Think of it this way, you are a key player in getting Optimus out of this situation and if you lose it…:**

Knockout sighed, his servos dragging down his faceplates as he nodded to no one. **:I know, I know… Ok, what is the plan and does it absolutely require me getting him away from Megatron?:**

**:Well, perhaps not you exactly, Soundwave could be useful in securing the Prime… Here is what we have so far, it isn’t much but considering the small window we have to rescue the Prime, it is better than nothing.:**

As Knockout listened to the plan his state of unease only increased. It was a wild, insane plan, one that had a sliver of success attached to it but, but at this point he would take anything he could get. **_Hold on Optimus, just a little longer. I promised to get you out of here and I am fragging gonna try… Even if we both just end up as scrap by the end of it._**

Finally Starscream fell silent and Knockout ran through what the seeker had said again. **:That, that plan has a lot of holes.:** The medic said despairingly and he heard a short laugh come from the other end of the line.

**:Noticed that did you? Of course it does fool, but it is the best we can do considering the army that blindly follows Megatron. If you have a better plan, please feel free to share it with the group.:**

Knockout sighed, his tired processor working far slower than he needed. **:You are right about the vehicons, they are many and stupidly loyal. Is there any way to lessen that number, put some out of commission for the rescue?:**

Silence again fell over his radio, both he and Starscream thinking of possibilities when his comm crackled to life once more. **:What if you were to poison them, make them sick?:** Starscream asked.

**:WHAT!? Poison, how the frag would I do that!? I don’t have any special vats of poison lying around Starscream, and secondly how could I get more than one at a time, I am ONLY ONE MECH!:**

Another growl came over the line. **:You fool, you are a medic! Concoct a formula and pour it into the energon dispensers along the Nemesis! It doesn’t have to be perfect but if you could get at least half of the crew vomiting, or too sick to fight…:**

Knockout tilted his helm, his lips pursed as he considered Starscream’s suggestion. He did have enough odd chemicals, perhaps he could make some sort of a solution that would affect the vehicons enough to at least slow them down.

 **:That… That isn’t a bad idea.:** He admitted just to roll his optics again as Starscream scoffed.

**:Of course it is. I shall be in touch, we are preparing here. See what you can do on your side, the poison would help, but we plan to move ahead by the end of the day regardless. Find Soundwave, get him to take Optimus aside. We need him away from Megatron!:**

Knockout sighed, so far getting Optimus away from Megatron seemed like the hardest part of this whole plan. **:It isn’t going to be easy to do that Starscream, he is obsessed with Orion and…:**

**:WELL THINK OF SOMETHING! Once we find him we are going to immediately bridge him out of there and if Megatron were to come through and the rest of us were out of the base as a distraction not only would he then know the location of their base but he may kill the Prime in his madness! THINK MECH!:**

Knockout’s spark ached with that thought, knowing Starscream was right. **:Alright, I… I will try to get all of this done…:** He said somberly, his optics falling to his shaking servos.

**:Good, I will comm you when we are ready to move, I will not receive any of your comms inside of the Autobot base, so don’t try. Starscream out.:**

As his radio finally shut down Knockout stood there numbly in the hall. **_So much to do… Can, can I get this all done?_**

He wasn’t a hero, he was no fighter he was just a, a medic… And a mediocre one at that. How would he get all of this done? Could he?

He shook his helm, pushing his overwhelming doubts as far back as he could before turning back to the med bay. **_I can do this! I have to! Think of Optimus, he wouldn’t give up! He would fight and, and I can fight for him!_**

He walked into the clinic, his optics falling to Dreadwing’s stiff frame as the mech continued to look over his recordings of Optimus’s spark surges.

“Sorry about that...” He mumbled as he moved up next to the large flyer.

“Is there visual evidence of the Prime’s abuse?” Dreadwing asked gruffly, the captain sounding exceptionally uncomfortable with everything he had found thus far.

Knockout thought for a moment. “Yeah I… I am sure Soundwave has recordings it at his console. You can see what happened in the hall with Starscream, or when he was brought aboard…”

**_Actually, that would be perfect! If I could get him to look into that as I work on and distribute the tainted energon…_ **

“Why don’t you go down to his computer?” Knockout suggested, his processor reeling with formulas for the _poison_ he could create in the little time he had. “Soundwave records everything, I am certain you will find proof down there.”

“Very well.” Dreadwing said as he stood from his chair. “There are still many hours left to this investigation, and each step _seems_ to be in your favor, yet we shall see.”

Knockout growled. “I don’t want this Dreadwing, I never wanted this, but it is the truth and I… _We,_ need your help.”

“I know…” Dreadwing admitted begrudgingly. “Very well, I shall check his recordings.”

Knockout watched as the larger mech left, his servos shaking as he began to pull out odd chemicals and energon compounds. **_So little time… I need to move quickly. We will save you Optimus, help is coming, please, please hold on…_**

**_………………….._ **

Soundwave stared hollowly at the ceiling. His processor full and spark feeling empty or numb, he wasn’t sure. It had been a couple of breems since the others had fallen to recharge and he hadn’t been able to find a klik of peace that whole time, if anything lying next to Optimus was a type of torture in itself.

When Optimus had reverted to Orion because of the loss of the Matrix’s power, both Soundwave and Megatron had thought it was for good, that there was no way he would revert back to Optimus and he hadn’t been nearly as apprehensive towards Orion because of that ignorance.

He loved Orion with all of his spark, had for so very long and when Megatron had brought him aboard the ship after beating Unicron it felt like Soundwave had finally found the sun again after vorns of darkness but this time…

He turned his helm, his frame still trembling over the twisted nature of this whole situation and that thorn in his spark only stung more as he found Optimus’s faceplates so at ease next to him… Or Orion’s rather.

A whimper escaped him and he had to turn away again, his optics rising to that same hook in Megatron’s ceiling that he had been staring at since the others fell asleep. He knew that hook well, having been hung from it numerous times in the last few months and even though he wasn’t hanging from it and being tortured now, it still seemed to represent a moment of pain for him… Always pain…

“Soundwave?”

The dark mech stiffened at the gentle call and he turned his helm to find two very dim but working blue optics looking up at him.

“Op… Orion, sight improved?” He asked quietly as Optimus/ Orion nodded at him.

“A, a little, shadows and maybe optics if, if you weren’t wearing your m-mask.” The Prime said with a gentle smile.

Unconsciously Soundwave’s shaking servo went to his mask, his spark clenching at the thought of Orion seeing his scarred faceplates, well, maybe he wouldn’t be able to see them now with his vision so poor but once it improved how would he and Megatron explain…

“You don’t have to take it off, Soundwave. I know what it, what it means to you.” Orion… Arrgh, OPTIMUS insisted. “Though, I would love to see your optics, as always.” The Prime said with a soft laugh, his servo rising to Soundwave’s trembling one and he frowned.  “Soundwave? Why are you still shaking?”

Soundwave could hardly vent, his optics rising to scan Megatron’s still unconscious frame before lowering back down to Optimus. “S-Soundwave n-nervous, f-for Orion.”

Optimus sighed his scarred dermas lifting to a smile as he caressed Soundwave’s helm. “I am not so weak.”

Soundwave keened unwittingly. **_Oh Optimus… You are not so strong either…_**

“Soundwave… You sound so sad. I wish, I wish I could see you.” Optimus said sorrowfully, his dim optics searching blindly but he couldn’t quite see where Soundwave’s optics might be and with a shaky vent Soundwave lifted his own servo and unlatched his mask with a hiss.

 ** _What am I doing!? I should just remain hidden! Why am I exposing myself like this!? It is fine if he can’t see me!_** For all his arguing the smile Orion gave him once his optics blazed to life in his poor vision made all of his insecurities fall back… Much like Megatron, he had never been very good at denying Orion anything.

“There you are.” Orion said as his optics finally focused on the beautiful purple blue color of his old love’s.

Soundwave vented in deeply, leaning his helm into Orion’s servo as his optics burned. “Missed Orion…” He whimpered out all the while chastising himself. **_This isn’t right! Optimus needs help! You can’t have Orion like you once did! This is WRONG but…_**

“I seem to have hurt both you and Megatronus quite a bit.” The larger mech lamented. “I am so sorry for that...”

Soundwave stiffened, his spark filling with an unexpected fury and he vented out as he pulled himself from _Optimus’s_ servo. **_He is apologizing… He is sorry for hurting us while we…_**

Optimus flinched at Soundwave’s sudden movements, his spark aching as he wondered what he had done to infuriate the mech. “I… I am sorry, was it because I touched you? I, I won’t anymore I…”

Soundwave spun his helm back to poor battered mech. “N-No, not that… Never that O-Orion.” He tried to assure him, but felt awful as Orion pulled deeper into himself, his dim optics lowered shamefully.

“Op… Orion… Soundwave…” Soundwave wasn’t sure what to say. He knew what he _wanted_ to say, but was it fair to, to pretend with either Optimus or Orion? Was it fair to play this sick game!? He didn’t want to hurt him… Here there was always pain, _only_ pain  and did he want that life for Orion!?

“It is alright Soundwave… I do not know what I have put you both through and I only hope one day I can make up for the pain I have cause…”

Soundwave growled in frustration, making Orion pull further away until he finally relented and grasped the larger mech’s helm in his servos and pulled it close. “No… F-forgive Soundwave. Not, not strong like you. L-love Orion! Always l-love.” **_No, no you can’t do that! You can’t say that! Stop this, stop giving in to what you want! Think of Optimus!_**

A glorious, albeit confused smile came over the other mech’s faceplates and as much as Soundwave wanted to ignore the warmth it filled him with, the joy, and hope… He couldn’t.

How long had it been since he felt this way, how long had it been since he had felt such emotion in his spark beyond the empty hole that had been left after Optimus appeared and Orion seemingly disappeared.

He had been hollow for so long, and then broken down by the only true friend he had ever had again and again… He _was_ broken and the longer he looked at Orion, at Optimus, the more he felt his pieces falling back into place.

“Soundwave… Thank you.” Orion whispered to him, his dim optics shuttering as he lifted his helm.

Soundwave’s optics widened and spark froze as Orion moved his helm closer, the larger mech’s light vents tickling Soundwave’s sensitive faceplates before, like a dream come true, their dermas touched.

**_Noooo! You can’t do this! He isn’t yours! This is Optimus! THIS ISN’T YOUR ORI…_ **

His inner screams became more distant as Orion moaned against his lips, his glossa slipping out and pressing gently against Soundwave’s lips and in an instant his resolve fell away.

A small sob came from the lithe mech as he opened his intake, his arms wrapping around Orion as he pulled him closer and deepened their kiss. **_Orion… Gods… I, I love you. I love you so much, dear one._**

So busy were the two mechs with their own bliss that neither noticed Megatron’s red optics watching them as they kissed, the warlord lying there silently as he basked in the beautiful visage before him.

In his tattered processor Megatron didn’t see the scars he had inflicted on both of them, he didn’t see Optimus’s grey plating or Soundwave’s tremors of fear, no… No all he saw was two brilliant glorious lovers shining in the dim light, their frames perfect, unmarred, their optics bright with life and love… He saw his lost family.

He smiled approvingly as Soundwave finally allowed himself to open up with Orion, his spark whirling as the darker mech gripped Orion’s helm and pulled him closer, moaning against his lips as Orion did his. They were stunning, perfect, and now... They were all his…


	14. Limits...

**Notes for the Chapter:**

> Hello all! Oh the chaos ensues... I wrote like a bunch of scrap I am not using, but I like this outcome best... Enjoy, next chapter may be a bit intense, just a warning, but it will hold key moments so just skips the bits you don't like, like here... We are getting to the end of the struggles on the Nemesis but what will come afterwards... Hmm.... OK, enjoy!

* * *

Ignorant to his leader’s clouded approval of his actions Soundwave felt his spark soar as he held tight to Orion. His servos still shaking as he lost himself in Orion’s wondrous presence, yet something seemed to nag at the back of his helm, something dark and oddly haunting yet it was so hard to think with Orion pressed against him, pulling him closer…

“S-Soundwave!” Orion gasped out, his frame moving against Soundwave’s as his lower chassis filled with heat. “I… I love you.”

The words were like music to Soundwave, each syllable filling his broken spark with hope, with light and he found his frame moving just as feverishly against Orion’s. Their legs entwined, chassis sliding against one another, vents becoming more and more rapid as they fell into the comfort of each other thoughtlessly, naturally as they had hundreds of time before.

“Orion… Love.” Soundwave whispered, his helm lowering as he continued his kisses down the side of Orion’s neck, the large mech moaning with each soft caress and he flared his field out.

“Uhhhhh…” Soundwave groaned as a blanket of bliss fell over him, his frame heating with the need and comfort he felt come from the other mech. He had been alone so long, in pain so long and to have this moment, this peace in his spark it was blinding.

His servos ran over Orion’s frame, the other mech arching into his touch when a low chuckle sounded and Soundwave blinked in surprise at the sound. **_Wh-what was…_**

He hazily lifted his helm from the crook of Orion’s neck just to find two blazing red optics looking back at him. The optics were slanted in beaming approval appearing almost, almost like one whose pet had obediently obeyed their Master, and they were coming from Megatron…

“Soundwave?” A soft voice called to him as he immediately froze, his exposed optics widening as he realized what he had just been doing and a whimper escaped him as he stared back in horror at his leader.

“Don’t stop on my account Soundwave, Orion seemed to be enjoying your touches, weren’t you love?” Megatron asked as he slipped his servo over the smaller mech’s hip and between his thighs. Megatron smirked, his optics never leaving Soundwave’s large ones as the mech between them moaned openly at the caress. “He is dripping Soundwave, seems you have not lost your touch.”

Soundwave’s optics fell to Optimus’s waist, his spark aching as he found evidence of Megatron’s words watching as a trail of lubricant slipped down one of the larger mech’s legs. **_No… No, what have I done!? I, I am using him! I am using him just like Megatron! I, I didn’t mean to! I, I didn’t…_**

Optimus vented in as Megatron continued to rub between his thighs, his back arching as he tried to move his hips closer to the silver mech. “Uhhh, Megatronus! Please… That feels… I have been in so much pain, please… Please take some of it away.”

The warlord’s engine revved at the request. To hear Orion begging for him, longing for him… “Oooh Orion, anything for you love. Open for me and I will take your pain away.”

Optimus whimpered, his panels sliding away instantly, without any hesitation whatsoever. “Yesss, please! I, I want you, both of you, please?”

Soundwave remained frozen, the guilt in his spark tearing deeper into him the more Orio… Optimus dissolved beneath Megatron’s servos. **_I started this! This, this is my fault! Why, why couldn’t I control myself!? Am I just as lost as Megatron? How could I use Optimus like this!?_**

Megatron peered up at Soundwave, his earlier smile fading as the mech continued to stare at Orion in horror. **_What is he doing? He is going to scare Orion! What is he so shocked about?_**

“Soundwave.” He said sternly, breaking the mech from his horrified stare and Soundwave looked up at him with glistening optics. He narrowed his optics, all appearance of approval vanishing as he scowled at the darker mech. “Is something wrong?” Megatron asked, keeping his tone light, but his faceplates wrote a very different story. There was a warning in his optics, that if he fucked this up Megatron would easily, happily dispose of him in any way he needed to, no one was going to get between him and Orion, not even his oldest friend.

Soundwave swallowed hard, his processor whirling with what to do. He had been a fool to say the things he did to Optimus, and that he let the mech kiss him… How could he fix this, how could he get away without causing Optimus more pain? **_I can’t, I can’t be a part of this sick game!_**

“Uhhhh, S-Soundwave…”

His optics lifted to find Optimus smiling at him, the mech’s optics half shuttered as he moved between the two Decepticons.

“P-Please, I love you. Everything has hurt s-so much. Please, make me feel good?”

 ** _Ohhhh, gods._** Soundwave’s spark felt like it was shattering in his chest, each loving plea, each smile, every time he heard the word love fall from Optimus’s lips broke him a little deeper.

He flinched as Optimus blindly reached out to him once more, the larger mech soft and questioning in his caresses as if to make sure Soundwave was alright with it all. The darker mech whimpered quietly as those servos ran over his plating, tracing his transformation seams and sliding in, just barely caressing his scarred protoform underneath.

“Is, is this alright?” Optimus asked, his dim optics searching for Soundwave’s purple ones as he smiled with the respectful request.

 ** _Ohhhh, please make it stop! Help, help me make it stop!_**  Soundwave was terrified, terrified that he would do something foolish, drastic no matter how this panned out. If he stayed at let Optimus continue, wouldn’t that make him just as wretched as Megatron? Yet, if he left, would Megatron lose what little sense he had and attack him in front of Optimus? He had no doubt Optimus would immediately try to stop any such brutality and that could lead him to getting hurt as well so, so how would he…

Suddenly his comm flared to life and he almost jumped out of berth at the sound of it. **:Soundwave, it’s Knockout, do you have a klik? I just talked to Starscream.:**

Megatron was still staring at him as the message played quietly in his helm, the silver mech idly rubbing along Optimus’s plating as the poor ruined mech moaned and arched into his servos.

“Soundwave received comm, excuse.” Soundwave reported as he lifted himself up into a sitting position, a small sad whimper coming from Ori… Optimus as he did so.

“Do not worry love, he _will_ be back. Won’t you, Soundwave?” Megatron asked suggestively, his optics blazing as they watched every move the nervous mech made.

“A-Affirmative.” Soundwave assured with a nod before placing his mask back on and rushing off to the wash room and closing the door. For a moment he merely rested against the door, his frame shaking from helm to pede as he hugged himself tightly. **_Need to keep a clear helm! I can’t get lost in this insanity! Think of Optimus!_**

 His radio went off again, its beeping insistent and needy and Soundwave felt himself shrink under all those that needed him. Optimus needed him to at least try and keep him a little safer than he might alone, and Knockout needed help in freeing him, and Megatron…

**:Soundwave! Did you not here me!? I have the plans, and they are going down tonight! We need you!:**

Panic sought to consume the lithe mech, his weakness with Orion eating at his already shattered spark but he forced himself to push that back for now, push all of it back and focus on helping. He could make up his weakness to Optimus by helping save him, helping free him from Megatron’s grasp.

**:Soundwave here. P-plans?:**

**………………………….**

Orion lifted his helm in concern as Soundwave closed the washroom door, he couldn’t see much but he knew Soundwave enough to tell something was truly bothering the mech, but what? He believed Soundwave when he said it wasn’t him, well, not directly, so what could be bothering him so terribly that he shook like that?

“Hush love, he will be alright.” Megatronus assured him and he turned to face the fuzzy image of the larger mech, his dim optics only able to pinpoint on the red glow of his love’s optics. “How are you feeling?”

“Better,” Orion answered with a smile. “My helm still aches terribly, but I can think a bit clearer, and my spark doesn’t hurt so badly.”

Megatron tilted his helm thoughtfully as he continued to slid his servos possessively over the smaller mech. “Good, good… Plus you have not relapsed yet and it has been a few breems, that is wonderful Orion! You are doing so well, I am proud of you.”

Orion beamed at the praise, his frame tingling under Megatronus’s gentle servos and he whimpered heatedly under them. “Megatronus… That feels so nice…”

Megatron chuckled, his digits working deep in between the smaller mech’s transformation seams, delighting in each whimper or moan that spilled from the smaller mech’s intake. **_Orion, to have you under my servos once more love, it is magnificent._**

“Uhhh, Megatronus! Yess, please… Please, I have been in pain for so long.” Orion gasped out his frame arching off of the berth as it begged for more attention, attention the warlord was more than happy to provide.

There was no screaming, no tears, no empty optics just pure bliss, trust, and love… Just as it should be.

“Mmmmm, Orion…” Megatron groaned as he lifted his frame over the smaller mech, his denta nipping at the mech’s neck, his glossa licking at the little marks he left with each bite. “I love you, I _want_ you.”

“Haaa, uhhh… I, I love you!” Orion cried, his own servos reaching out and grasping Megatron’s shoulders tightly as he ground his hips against the larger mech’s, “I am so hot, Megatronus. I, I need, I want you inside!”

Megatron smirked possessively at the plea, his servo reaching down and rubbing the outer ring of his love’s valve. “To hear you beg for me, oh Orion… How I have missed you.” He whispered as he gently inserted two digits into Orion’s sopping port only for the mech to gasp in pain and he stopped immediately. “Orion? Are you well love?” He asked nervously as his optics flickered between Orion’s dim ones.

“I, I am… Just sore th-there. I don’t know w-why…” Orion whimpered as he peered blindly down at his lower chassis. “I, I can’t see what is w-wrong love. Could you ch-check?”

Megatron nodded. “Of course love!” He said as he lifted his frame up and crawled backwards on the berth. He spread Orion’s legs further, his optics cycling tight as he peered at the smaller mech’s valve when he felt his spark fall to his tanks. **_He, he is so damaged! What, what has happ…_**

The warlord’s optics twitched, his memory files bringing up wretched images of him tearing into this mech, beating him, clawing him, shocking him until he screeched so much he lost his voice…

“Megatronus? Do you see anything?”

The silver mech wasn’t venting, his frame frozen as he lifted his optics to find a stranger before him. Grey burned plating, freshly welded wounds that still oozed blood, dim optics that still had energon crusted around them and from this broken visage came _Orion’s_ gentle voice… Orion’s…

Orion blinked as he received no response and he grunted in pain as he tried to sit up. “Megatronus, what is it love? What is wrong? Are, are you there?” He reached his servos out blindly as he sat up, Megatronus’s optics having gone so dark that he couldn’t spot him any longer. “Megatronus?”

Megatron’s frame began to shake, his servos trembling as his processor glitched and tried to make sense of what he was seeing. There was Orion, and Optimus, and… And the ruined creature he had twisted them into, all of them before him at the same time.

Orion slumped into himself, his shoulders falling as his fear began to grow. What was going on with his love, why was he being so quiet? Was something else wrong with him? WHY was so much wrong with him!? **_Primus what has befallen me? Why is everyone so afraid of me… What have I done?_**

 “Megatronus, please… What is wrong love? Why are you so quiet? Is there something wrong?” He pleaded reaching into himself to call to his love through their bond when he gasped at the oddly hollow feeling that now occupied where his love’s energy used to and his panic increased tenfold.

“Megatronus!” He whimpered, his servo going to his spark chamber, brushing the sensors off of him as he frantically pulled the chamber open. “Megatronus…  I, our bond!? What is wrong!?  Check, check my s-spark! Why, WHY ARE YOU GONE!?”

Megatron blinked, his hazy processor reacting to the fear he heard in the smaller mech’s voice and he shook his helm as he fought to focus. “O-Orion?”

“Our bond! It is g-gone!” Orion’s voice heighted as he tried to feel for his love once more and yet again, felt nothing just, just a hole and it was endless…

Megatron looked into Orion’s spark, his earlier shock slowly transforming to revulsion as he stared at the wretched relic that had taken his love from him, that had tainted him, _changed_ him. The Matrix of Leadership glowed brightly in the dim room, its sparkling blue light glittering off of the warlord’s plating like starlight, here it was the cursed orb that had taken so much from him, the thing so many found hope in, that they bowed to yet he, he saw it merely as a parasite, a plague that sickened the only mech he had ever truly loved and his urge to rip it out of his love was maddening.

**_I could do it, right now peel this filth from my love and crush it yet… Yet would it kill Orion to do so?_ **

He looked over Optimus’s panicked faceplates, his spark aching as he saw Orion’s horror flickering behind the Prime’s optics and he fought to calm himself. “Peace Orion,” He said softly even as his spark raged inside him. “The sickness well, it has had some other side effects as well, that is all my love.”

“O-our bond?” Orion asked meekly, his optics filling with coolant as his lower derma trembled.

Megatron swallowed the growl that threatened to escape him and lovingly purred at the smaller mech instead. “Yes, but do not fear for Shockwave has informed me creating a new bond may even help with your condition, my love.”

Orion blinked up at him, wiping at his tears as his dim optics widened with hope. “It, it will?”

Megatron smirked, as he gently pressed Optimus’s frame back down onto the berth, looking only at the mech’s optics as he forced himself to ignore the rest of the damaged mech. “Yes love, would you like that? Would you like if we bonded once more?”

Orion half sobbed as he looked blindly up at his love. “ _Of course_ , Megatronus. I, I would be honored.”

The warlord grinned, his optics blazing as his servos began caressing the mech once more. “Oh Orion, it is I that would be honored.” He whispered, his lips tickling the smaller mech’s audial final as his servo moved lower stopping just before it breached the crevasse between the mech’s thighs. “I will be gentle love.” He purred, his spark aching pleasantly as Orion moaned and lifted his hips eagerly.

“I know, Megatronus.” Orion whimpered back, a gasp falling from his intake as he felt Megatronus slip two digits into him. It still hurt but he trusted this mech, loved this mech with his whole spark, and he knew Megatronus would keep his promise.

As Orion fell into blissful ignorance Megatron couldn’t help but chuckle inside; this was it, this would be a step into furthering his control, his destruction of Optimus and he was doing so at the mech’s own request.

 ** _Optimus will be mine, inside and out now, yet it will only be Orion that prevails at the end._** He kissed Orion’s lips softly, pulling his digit out as he aligned his spike with the glorious wet heat of the mech’s valve. “You are mine.” He whispered gruffly before pushing his hips forwards.

“Uhhhhh…” Orion moaned in pain and joy as he was stretched, his servos grasping tight to the warlord’s shoulders, pulling him closer. “Yes, Megatronus. Now, then, and always, my love...”

…………………………

Knockout was venting raggedly when he returned to his med bay, his servos shaking as he threw the empty containers of poison away from him in disgust. **_It is done._**

His servos went to his faceplates, holding his helm as he calmed his spark. He had done it, he had made the sickly concoction and run all over to the dispensaries, poisoned them, and made it back before the evening fuel run.

 ** _One step down…_** He thought bitterly as he peered over the tips of his digits and contemplated what was next. He had taken care of the crew now, now he had to inform Soundwave of everything and speak with Dreadwing.

He sighed as he checked his chronometer, groaning as he realized how late it was getting and what little time he had left. **_Frag, it is so late already and there is still so much to do…_**

He sent a encrypted message to Starscream reporting that he had managed with the crew, the seeker may not be able to receive radio signals but this type of message could be read whenever he left the Autobot base. **_Alright, now Soundwave._**

He sent the first comm, his frame pacing nervously as he waited for a response. His fears grew as he waited as he had no idea what was happening with the trio of mechs and his tanks rolled at the thought of what could be happening to Optimus, or Soundwave at the moment. Megatron had shown that he was limitless in his means to assure Optimus suffered and that terrified the timid medic.

**_Let us be in time to save him, please… Let us get out of here, all of us and then we can worry about the next steps._ **

Finally after his second comm Soundwave’s voice filled his audial and he nearly fainted at the sound of it.

**:Soundwave here. P-plans?:**

Knockout frowned at the trepidation he heard in Soundwave’s voice. **:Is Optimus alright?:** Hs first question slipped from his dermas before he could think twice about them but at the moment that was all he cared for.

 **:A-Affirmative, currently unharmed.:** Again Soundwave’s monosyllabic voice rang with undertones of fear and pain and the medic felt his spark ache at the sound of it.

 **:What, what happened!? Why is he Orion? What is happening to him, Soundwave? Is, is Optimus even there anymore?:** Perhaps he should have just gotten straight to the plans but Optimus reverting worried him. Would the Prime even let them rescue him if he was Orion, or would he fight against them? Orion was madly in love with Megatron, and blissfully, horribly ignorant to what was happening to him.

 **:Prognoses uncertain.:** Soundwave answered heavily and the medic could have sworn he heard a sigh at the end of it. **:S-shock therapy, breaking Optimus, Orion present as result, and blindness.:**

 ** _Primus, he… He will kill him to get what he wants!_** Knockout thought as he held tight to the berth next to him to fight from falling to the floor. **_No, no you can’t fall apart, not yet!_**

 **:Ok, ummm… Starscream has the support of the Autobots and their plan calls for action tonight but, but we need to secure Optimus… Or Orion alone beforehand.:** He reported, his shaking servo rubbing at his faceplates as he spoke. It all seemed impossible, and far too large for his little group to handle besides, their fight wasn’t going to end the moment Optimus was secured.

Megatron’s officers may be turning on him but he still had an army and a warship AND humans to threaten if he needed to as well and given what he had seen of the insane leader, Megatron would not hesitate for a moment to do just that.

**:Securing Prime, difficult.:**

Knockout almost laughed at Soundwave’s answer, OF COURSE it was difficult, but… But what choice did they have? Starscream had insisted that Optimus be alone not only for the bridge but he wasn’t certain if Megatron wouldn’t just end the Prime the moment slag hit the fan and honestly, nether was Knockout.

 **:I know but we need him to get away.:** Knockout answered as he gripped the berth tighter his hope slipping before their mad rescue even began until Soundwave answered.

**:U-Understood, Soundwave handle.:**

**_Oh thank Primus!_** He thought weakly, his tanks roiling with the instant relief he felt having someone else handling that part of the plan.

  **:Alright, here is what Starscream is thinking….:** He began listing out the wreck of a plan, answering any question the other mech asked as well as he could given the little information he had. So far most of the work would be on the Autobot’s side of things, not that theirs was very easy but it would be over faster.

Finally his instructions came to an end and he nodded as Soundwave confirmed he understood it all.

 **:Dreadwing involved?:** Soundwave asked afterwards, probably curious as to why Knockout had been walking with the mech earlier in the day. Knockout sighed as he tried to find an answer for that very complicated question.

**:He, he gave me 24 hours to prove what I said to him, he seems concerned so far so, _maybe_? He is reviewing the logs since Optimus was brought aboard now and should be finished so…:**

Suddenly Soundwave’s radio signal interrupted his, the darker mech sounding worried. **:All logs?:** He asked nervously and Knockout felt his spark tighten.

 **:Y-yes? Why? Why would that be a bad…:** Again his question was interrupted.

**:Observe Knockout at dispensaries! TROUBLE!:**

Knockout felt his optics bulge, and he spun to the med bay doors half expecting to find a raging Dreadwing standing there, yet vented out as he saw and heard nothing. **_But that doesn’t mean he won’t be coming for me! I was so STUPID!_**

Perhaps Dreadwing was looking into this case but were he to find Knockout acting before he made his judgment and poisoning the crew, Knockout was fairly certain any help he would get from the mech would cease immediately for his deceitfulness. **_Fraggin mech values honor way too fucking much, maybe even if breaking the law means saving an innocent…_**

**:Knockout in danger. Suggested leave ship. Soundwave take care of everything.:**

So much of Knockout agreed with Soundwave’s suggestion. If he could just run and leave everyone else to deal with slag… He shook his helm, pushing his terror back far as he clawed at what little bravery he had, his love for Optimus helping solidify it as he vented in deeply and stood tall.

**:No, no I will not leave this all to you. I will deal with Dreadwing, you, you get Optimus away and comm me when it is done. We, we can do this alright, for Optimus… For Orion, for all of us.:**

There was quiet for a moment from the other line. **:Understood.:** Was all Soundwave said before the line went dead and Knockout vented out shutting his optics as exhaustion and fear tore through his frame. **_We, we can do this… We have to._**

He shook his helm, his faceplates setting as he sent another message to Starscream before moving to the med bay doors. He needed to get to Dreadwing, he hoped he could explain his actions to the mech in time, the last thing he needed was a raging officer beating him into the ground for his poisoning the crew but, would Dreadwing understand, did he even know? If he didn’t, should he even mention it?

Thoughts and questions ran through his helm as he hit the controls to open the doors, his optics to the floor as he pondered when he immediately banged into something.

“Owww! Hey! What the frag is…” He tilted his helm up, his optics going wide as they scanned over a very, _very_ pissed off looking Dreadwing.

He gasped, stepping back from the larger mech only to be followed in his retreat, the captain growling as he strode forwards. His optics blazed with disgust and fury as he lifted his servo displaying a small data stick that glittered in the dim lights of the clinic. “Do you know what this is?”

Knockout swallowed hard, his optics fleeting from the memory stick to Dreadwing and back again. “I, I can explain…” He stuttered out as his back struts hit the edge of his desk and he could move back no further.

Dreadwing snarled at him, his narrowed optics flashing before his arm flew forwards and gripped Knockout by the throat, pulling the panicked mech in close. “You send me on some hunt, accusing our Lord of wretched crimes yet all the while _you_ have been rather busy _defiling_ our noble cause, haven’t you _medic?_ ”

……………………………

Soundwave sighed as he leaned heavily against the wash room’s door. **_Get Optimus away from Megatron, how?_**

He knew the prize Orion was to his Lord and to somehow get Optimus away from him… **_He would need to trust me with him, he would need to believe without a doubt that I would never take Optimus… Orion away which means…_**

“I need to play his game.” He whispered to himself, the words falling from his lips leaving nothing but a bitter taste of revulsion in their wake. He knew Megatron would only allow him to lead Optimus away was to convince the mech that he was lost in the illusion as much as Megatron was, more so in fact.

He groaned, his servos fisting at his side as he tried to control the range of erratic emotions this was inflicting upon him, tearing into him. He could handle apathy, he could handle being broken apart by Megatron to help others, but this… It was like a torture he had never conceived, could never prepare for and at the center of it all was Orion…

He wanted to scream in rage, cry out in mourning, laugh in joy, yet all he could do was shake as he silently shattered. **_No more, no more… Please, please… I, I am losing so much, I am destroying the only thing I ever loved to s-save it and then… The set him free all over again. ARRRRRGH, STOP!_**

He dug his sharp digits into his palms until they bled, the pain helping clear the chaos in his spark and processor just enough to focus on what he needed to do. **_Enough, there is little time…_**

He pushed himself from the door, his servos leaving bloody prints on the scratched metal as he turned and opened the door. **_You must be strong, be strong for Optimus, for Orion… Just, just like so long ago, when everything fell to ashes…_**

His optics lifted nervously as he stepped out into the main quarters, his spark’s ache growing as he spied Optimus and Megatron moving together on his berth.

It was a beautiful scene by most accounts, Optimus’s gasping his lover’s designation as he caressed his helm and kissed it so gently, Megatron equally at ease and lost in his love, his optics soft and brilliant as he whispered sweet words to Optimus…

It was a picture of two lovers lost that finally found one another again. It was not rushed, there was no pain, just affection, care, peace, and comfort yet it was also… All a lie.

Megatron grunted as he heard the door behind him open, his hazy clouded optics peering over his shoulder before smiling happily at Soundwave. “Ahhh, Soundwave has rejoined us love.” Megatron explained to the nearly blind Prime and Soundwave felt a wave of guilt fall over him as Optimus’s smile mirrored Megatron’s and he lifted his helm to search for him.

“Soundwave, are you alright?” Optimus asked kindly, his optical ridge drawn in true concern and Soundwave had to stop himself from keening sadly at the sound of it.

“Soundwave, well.” He answered, fighting to keep his voice steady as he approached the two, his servos dripping with energon as he walked.

Megatron didn’t seem to notice though and merely reached out once Soundwave was close enough, his large servo gently cupping the back of Soundwave’s helm before pulling the terrified mech closer and kissing him.

Soundwave whimpered then, his fear, uncertainty, guilt, hatred, confusion, all of it threatening to crush his spark but, but he had to play the part… Luckily neither mech thought more of his whimper other than being one of need, yet his uncontrollable shaking did catch Megatron’s notice.

The warlord tilted his helm, his clouded optics narrowing as he scanned over Soundwave’s optics. “Are you truly well, my fri…”

“Excited!” Soundwave said quickly, lifting his servos and grabbing Megatron’s helm pulling them together in desperation.

Megatron chuckled under Soundwave’s lips, the larger mech oblivious as energon dripped down the sides of his faceplates, merely delighting in his oldest friend’s sudden enthusiasm. “Unnnn, Soundwave, come onto the berth with us. Let us celebrate Orion’s good health together.”

The lithe mech nodded as he moved onto the berth, his frame trembling even as he smiled. **_Get his trust and then maybe he will let me take Optimus away…_**

“Soundwave,” Optimus called to him, and he turned his helm as the larger mech smiled up at him only to gasp as he realized Orion’s spark chamber was open! How he had missed its light before just showed how lost he was in all this and to see it opened under Megatron terrified the dark mech.

**_He, he can’t mean to… To bond with Or… Optimus can he!?_ **

What would that do to Optimus, what would that do to Megatron!? The Prime’s mental state was already crumbling but coiling their sparks, their very cores together… Bonding let you see all, the good and the bad inside of your mate so... How, how would it work with a twisted scenario like this!?

“M-Megatron…” He stuttered out fearfully, moving off the berth as Megatron frowned at him.

“What is it Soundwave?” Megatron asked gently, yet his optics were quickly sharpening as they always did when the haze of his illusion faltered.

“Bond, bond dangerous.” Soundwave whispered, his optics wide and fear ridden as he stared at his leader.

Megatron’s faceplates twitched at his words, the insane warlord’s optics becoming clearer by the second as Orion just tilted his helm in confusion. “Megatronus is, is he right? Could this be dangerous for you?”

“No, nooo.” Megatron purred to the mech under him as he glared daggers at Soundwave. “He just worries too much, here…” He said as he began to open his own chestplates, all the while keeping his blazing optics on Soundwave. “I will show you, my love.”

Soundwave vented raggedly. “Megatron, not thinking clearly. Dangerous, could hurt…”

“ _Enough_ , Soundwave.” Megatron said sharply, his hips thrusting harder into Orion as his rage grew. Orion was his, would be his, and he would not let Soundwave get in the way of that!

“Uhhh, Me-Megatronus, easier love…” Orion pleaded, his optics shuttering as his love’s movement became painful.

Soundwave scanned from Optimus to Megatron. He knew he needed to play this game, play a part to save him later but, but if he didn’t stop this now Optimus could be lost forever, or bond to this monster, or worse, become sparked by him.

“Megatron, bond dangerous. Orion deserves to know!” He insisted with a growl, stepping closer to his leader as he forced himself to remain brave. He didn’t care if Megatron beat him for this, but he didn’t want Orion hurt by his rage, much like what was happening now.

No longer was the mech moving gently against Orion, now he slammed into the mech possessively, his snarls making the smaller mech flinch fearfully under him.

“P-please… Love, you… You are hurting…”

“ _Quiet_ Orion!” Megatron snapped and he pounded into him. “He is mine, Soundwave. _Mine_. I AM HIS EVERYTHING!”

“Megatron hurts Orion!” Soundwave yelled back, his tendrils pulling from his chassis as his stance lowered. “Will not allow.”

Megatron froze, his optics widening as his vision tunneled with fury. “So this is the way it is now, Soundwave? You plan on betraying me, _ME_!”

Orion whimpered as he blindly scanned around him. “Megatronus please, please calm down. We, we can talk about…”

_CRACK!_

Soundwave blinked in shock as Megatron slapped Orion hard across his faceplates, his frame stumbling back as the warlord _roared_!

“I TOLD YOU TO _SHUT UP_!” Megatron screamed in Orion’s face, the smaller mech whimpering as he tried to shy away.

“I… I am s-sorry…” Orion gasped out between sobs, his servo going to his now bleeding faceplates as he wept and suddenly Megatron stopped venting.

“O-Orion…” He said gently, his frame shaking as Orion cowered before him. He shook his helm, that glossy look falling over his optics as he tried to fix what he had done. “Ohhh, Orion, I… I didn’t… Forgive…”

Soundwave growled, his spark burning with his own rage now. “See, _Megatron_ not _Megatron_!” He cried, pointing at Orion’s faceplates furiously. “Megatron hurt Orion!”

“I didn’t… I didn’t mean to.” Megatron whispered, his voice cracking with horror, and disgust with himself. “Orion, please l-love… Look at m-me?”

The smaller mech remained hidden under his servos for a moment before finally pulling them down a bit to reveal his flickering sorrowful optics and bruising cheek. It was a hard hit, Megatron could tell by the instant bruising but given how beaten the mech already appeared the new wound almost blended in with the other damage he had inflicted.

“Wh-what d-did I d-do?” Orion stuttered out meekly, his optics flickering faster now.

“Nothing, nothing!” Megatron cooed, but his optics began to harden as he heard Soundwave move in closer.

“Megatron needs moment. Soundwave take Orion? Please?” The darker mech pleaded, his words respectful but stern and they ate into Megatron’s rage deeply.

“You _will not_ take him from me, Soundwave.” Megatron hissed darkly, his once clouded optics clear as they zeroed in on his trine mate.

Orion whimpered at the menacing tone in Megatronus’s voice. “Love, m-maybe he is, is r-right? Maybe y-you need a k-klik to…” He gasped as Megatron jerked his helm back down, sinking into himself as the larger mech’s optics blazed in his poor vision.

“This is _his fault_ Orion, _not mine_! _He_ made me angry! _He_ wants to take you away! HE IS JEALOUS!” The silver mech snarled as he tore himself off of the berth and stood tall.

“N-NO! Megatronus, c-calm down!” Orion called out as he sat up, his frame jerking oddly around him and optics blinking madly. He wasn’t sure why but something felt off, not just about Megatronus but with his own frame and he wondered if he was going to relapse. **_Oh noo, not now! I need, I need to calm him down! Why is he so upset!? Soundwave was just trying to help!_**

Soundwave vented in as he squared off with his fuming leader, his frame moving ever closer to Optimus’s as his tendrils snaked around him readily. “Calm, Megatron. Not thinking. Needs time away…”

Megatron laughed yet it was a dark, bitter sound as he too lowered himself into a fighting stance. “Oh Soundwave… I HAVE HAD _NOTHING_ BUT _TIME AWAY_ FROM HIIIM!” He screamed as he coiled the pistons in his legs tightly and lunged forwards.

As the two Decepticons crashed against one another and chaos erupted, Orion cried out in despair. “PLEASE STOP TH-THIS!” He begged, dragging himself himself across the berth as his optics flickered wildly and he felt something nag at the back of his helm.

It was something stronger than he, something that could handle this chaos, something that held a rage he had never experienced, and a righteous duty to protect those weaker than himself and suddenly Orion was gone and a _Prime_ emerged from his shadows…

**Notes for the Chapter:**

> Side note, to all of those that read multiple works of mine it was TOTALLY weird to finish this chapter the same day as: To Begin Once More... I mean, One is the good ending to Descent and the other the dark version... Craaazy. Especially in writing the two kinds of Megatron. Anywho, chaos to follow, hope you enjoy! If you want a happy ending, with Megatron at least, look to: To Begin Once More... :) Otherwise it is Knockout all the way here... Maybe Soundwave too... Poor fragger.


	15. That Which Binds Us

**Notes for the Chapter:**

> Oh my goodness.. Insanity reigns. What happen after this, who can guess... Sorry for errors, enjoy!

Pain ripped through Soundwave’s frame as Megatron barreled into him, growling as he wrestled with the larger mech and tried desperately to coil his cables around his leader’s limbs hoping to subdue him. “ _Megatron_ not RIGHT! Megatron _SICK_ , not ORION!”

“FRAG OFF TRAITOR!” The silver mech hollered back, pulling his fist back and breaking free of the darker mech’s tendrils before slamming it into Soundwave’s exposed faceplates.

“Arrrrgh!” Soundwave cried out as he fell backwards, his already scarred protoform was sensitive as it was and as Megatron’s fist crunched into it he went limp, just for a second from the pain, but a moment was all Megatron needed.

The warlord immediately wrapped his arm around Soundwave’s neck, tightening it as he stabbed his other servo deep into the mech’s chassis. His claws tore through Soundwave’s plating, digging into the wires and protoform underneath with a spray of energon.

“ _You_ want him, _Knockout_ wants him, everyone _wants him_ but HE IS MINE! _MINE_ DAMNIT!” He screamed tearing his servos out of the smaller mech, Soundwave’s blood splattering across the floor like rain, yet Megatron saw none of this…

He didn’t hear his friend cry out, hear him choke and gasp against his arm, plead with him for sanity, all he saw was someone who wanted to take Orion from him, steal him away and he would _not_ let that happen.

Soundwave tore at the arm around him, his thin digits cutting gashes into the larger mech as his desperation grew. **_Megatron… Please…Don’t, don’t do this!_**

“I _trusted_ you!” Megatron whispered harshly against the side of his helm, his arm tightening as his rage grew. “I _loved_ you and you, _you betrayed me_!”

“M-Megatron b-betray Soundwave! Megatron l-lost!” Soundwave strangled out sadly, his optics burning with coolant as he finally spoke the truth to his leader, his friend. “Megatron _h-hurt loves_. Always h-hurt!”

Soundwave shook his helm trying to clear the static from his optics as fire burned lower in his chassis, his wound pouring energon down his trembling legs in thick rivulets. **_Is this it? Is this how you will end me, Megatron? After everything we have been through, after all the battles, the loses, the victories… Megatronus, where are you my friend?_**

As his vision dimmed he contemplated just wrapping his tendrils around Megatron’s neck and ripping his helm from his shoulders but, did he have the spark to do it? Grunting he pushed past his memories of the mech, past all of the times they had been there for one another and slowly coiled his cables around the mech’s throat. **_I, I am sorry my oldest friend but at his point, I think I may be saving you by killing you…_**

“LET HIM GO MEGATRON!”

Both Soundwave and Megatron stilled in their war at the sound of that deep baritone voice, before something slammed into them.

Soundwave lost his grip on the warlord, as Megatron did his as the trio crashed to the ground hard. Soundwave rolled across the floor once he was released, his frame hitting one of the walls as Megatron and Optimus battled in the center of the room.

“No! NOOOO! YOOOOU!?” Megatron raged, his attention pulled from the injured Soundwave as he flipped his frame around to find none other than Optimus on top of him. “WHERE IS ORION!?”

Optimus grunted as he lifted himself, his blurry sight pinpointing on Megatron’s optics as he lifted his fist and slammed it into the mech’s helm.

_CRACK!_

Megatron’s vision filled with stars from the first hit, the back of his helm bouncing hard off of the metal floor beneath him as Optimus lifted his fist once more and slammed it back down.

_CRACK!_

And again…

_CRACK!_

AGAIN…

_CRACK!_

“ARRRRRRGH!” Optimus bellowed as he pummeled the mech beneath him, his frame shaking as his processor and spark reeled. He had woken to chaos, a fight, flashes of light in the darkness that plagued his vision… How had he gotten here, why had his spark chamber been open, what was happening, why couldn’t he see, how much time had passed… How much _time!?_

He had almost drowned in in all until he heard Soundwave cry out and he didn’t understand why but that sound resonated with him, struck his spark like lightening and it immediately cleared his questions away as his instincts took over and he lunged.

With his poor vision he was lucky to have hit Megatron directly in his back, sending them falling forwards, poor Soundwave rolling away as he held tight to Megatron. When the silver mech had turned he had dragged himself up the silver mech’s frame as fury filled him, and just began beating him into the ground.

Everything he had been through, the pain, the torture, the humiliation, the questions, the lost time, how many had suffered, everything giving his broken frame strength as hit after hit after hit rained down on the warlord, all the while he screamed madly through it.

“I HATE YOU! HATE… HAAATE YOU! MONSTER! YOU FUCKING MOOONSTER!” Optimus shrieked, his arm shaking as he brought it down again. He couldn’t see the damage he was inflicting but as Megatron’s screams began to quiet and his servo dripped with energon he knew he was breaking through plating, at least a little.

He felt mad, his scrambled processor working on pure reaction, and fear, anger… Everything hurt, everything was blurred, and his screams echoed the insanity that replaced his reason. It had been too much, it was too much!

He was broken, BRoK _e_ N! And, and this mech, this _creature_ underneath him was responsible for his destruction!

“AHHH, AHHHH, ARRRRRRHH!” His voice cracked from his screams, tears fell from his dim optics, cascading down his chassis as it mixed with Megatron’s energon until, until a meek, barely audible moan sounded next to him and his blinding fury ebbed. He slowly turned his aching helm to find two dim and sad looking optics peering at him.

“Op-Optimus…” Soundwave called to him feebly, his optics filled with tears as he tried to cover his wound, stop the flow of energon…

The mad Prime vented in raggedly, pulling his jerking frame back as he forced himself to calm down. “S-Soundwave?” He asked nervously, his voice gruff from his screams and optics flickering as he tried to focus on the mech. Again, he couldn’t see much but he could see the sparkling puddle of energon that was growing around the smaller mech, and he knew whatever had happened to him, Soundwave was gravely injured. **_Pain… In pain… Soundwave, love... Megatronus hurt, why? NO! Not Megatronus… MEGATRON! Megatron hurt…Hurt me, hurt Soundwave…_**

“S-Sound… N-need m-medic. Kn-Knockout…” Optimus mumbled as he dragged his frame off of Megatron, the silver mech making not a sound as he crawled towards Soundwave. His processor clicked through emotions, memories, and choices… Some of him said he must _end_ Megatron, some loved Megatronus, some longed for Knockout, while others felt sorrow for Soundwave… It was a weave of uncertainty, of chaos, bedlam, and he fought desperately to control the waves and find the best choice of action…

“R-run…” Soundwave begged him, his bloody servos weakly pushing Optimus away as he tried to remain conscious. Megatron’s claw had evidently torn into him deeper than he thought and sliced through main fuel lines… He wasn’t certain but he suspected he might be bleeding out.

Optimus keened, his shaking servos sliding under Soundwave’s frame gently before scooping him up and cradling him close to his chest. “N-not w-without y-you… N-need… S-save…” He said brokenly yet his voice held no room for argument as he stumbled to his pedes.

“M-Megatron… K-kill Megatron!” Soundwave insisted and Optimus blinked at him as his helm jerkily nodded.

“O-ok… Ok, Ok… ” Optimus mumbled, jerkily looking around for somewhere to lay Soundwave down to finish the ghastly deed. He couldn’t think or focus, he was terrified and exhausted now that some sense had come back to him and he struggled to keep his emotions in check. **_Must… Need focus._** **_K-kill… I need… I need to k-kill…_**

His search ended when a groan sounded from behind him and he and Soundwave stiffened at the sound, Optimus stumbling away as the shadowy visage of Megatron began to lift from the floor.

“Ohhh, n-noo…” Optimus whimpered, his twitching frame moving back further as his arms tightened around Soundwave. Would he even have the strength to fight the mech? He was so tired, so confused, he could hardly see, and none of his limbs seemed to want to listen to his commands.

“R-run…” Soundwave insisted as he tried to crawl out of Optimus’s arms. “S-Soundwave k-kill…”

“NO! N-nooo…” Optimus keened, his arms locking in place as he cradled Soundwave close. “We r-run!” He said brokenly as he turned and bolted for the exit.

Optimus cried as he burst out of the room, his frame slamming into the wall adjacent to the doorway before he shook it off and continued his mad dash. “C-can’t s-see… H-help?”

Soundwave groaned as he told Optimus to stay straight yet his processor was screaming at him that they would never make it to freedom. He tried to explain this to Optimus but the mech was a mess at the moment and couldn’t seem to do much else than instinctual movements, though, he couldn’t blame the mech.

Poor Optimus had come out in the midst of his battle and was clearly suffering from the transition. He jerked, and twitched, couldn’t seem to speak in sentences, or get a handle on what was happening around him.

“O-Optimus… R-running u-useless…” Soundwave pleaded, his vision blurring as his wound continued to drip energon all down the front of Optimus’s chassis.

“Don’t, don’t kn-know… To d-do…” Optimus strangled out, his voice sounding oddly like Orion’s as he staggered through the ship and Soundwave wondered if the transition was as clean cut as it normally was or if the mech was both of his halves at the moment.

Optimus’s shoulder hit a wall, knocking the mech back a bit as he struggled to vent. His wide optics peered down at Soundwave remorsefully. “S-Soundwave forgive… S-something  wr-wrong. C-Can’t th-think…”

Soundwave’s spark ached at the fear, the anger, and helplessness he heard in the larger mech’s voice. “Know…” He said sadly, one of his servos rising to cup the side of Optimus’s helm. “Soundwave knows, Optimus feels lost.”

“Need, need save! Need to…” The Prime vented out raggedly as he shook his helm. **_Need focus, need run! But, but where!? How, how s-save? L-lost… Lost…_** His tattered thoughts came to an abrupt end as a strange buzzing sounded in his audials and suddenly agony erupted in his helm.

“ARRRRRRRGH!” He screamed, his helm falling back and servos dropping Soundwave as electricity coursed through his processor and it was then he remembered the odd sensors that had been placed on him earlier in the day. Apparently those on his chest were broken or gone now but the ones on his helm seemed to work just fine.

Soundwave grunted as he crashed to the floor, his wound gushing with the force of his fall but his main concern was _why_ he had been dropped so suddenly and as he looked hazily back at Optimus, he felt his spark clench at the sight.

The larger mech continued to screech, his optics flashing as he grabbed at his helm, desperate to stop the pain. His twitching digits tried to pull at the sensors, to rip them away but as his whole frame jerked and seized all he managed to do was dig jagged gashes into his own plating, some deep enough to draw energon until he finally collapsed to his knees.

“O-OPTIMUS!” Soundwave cried, his long digits gripping at the floor as he dragged himself closer to the suffering Prime when he heard a deep wretched laugh echo from down the hall they had just come from.

“You are a fool Prime, always the fool, and you Soundwave… I have no words.” Megatron grated out as he stared at the two mechs hatefully. “Though, this will be a night I will not soon forget, one where I finally bond once more with my love, and _kill_ the mech I used to call _friend_.”

Soundwave lifted his helm, his optics narrowing as he watched Megatron stride towards them. The mech’s faceplates were a mess of broken plating and blood but his optics blazed with vengeance and dermas smiled wickedly as he scanned over Optimus’s wracking frame.

He lifted his arm, the small remote he had received from Shockwave glittering under the lights above as he hit the button again and again, each time increasing the amount of voltage that tore through Optimus’s helm until finally the Prime’s shrieks ended and he collapsed to the floor. He jerked terribly, his optics oozing energon as small whimpers and bursts of static pulled from his vocalizer and Soundwave’s spark broke as he watched the horror unfold.

“Don’t, _don’t touch him!_ ” Soundwave hissed as he continued his weak crawl but Megatron merely laughed at him as he flipped Optimus’s groaning frame with his pede.

“Stay where you are Soundwave, or I _will_ just kill him.” Megatron said quietly, as he glared at the bleeding mech and Soundwave stilled. The look in his friend’s optics was unlike anything he had ever seen and the intensity, the madness behind them terrified him.

Would he do it? Would he just kill Optimus at this point were Soundwave to interfere? As those crimson orbs blazed down at him he mournfully found himself believing Megatron would do just that.

Megatron smirked as the light of defiance faded from Soundwave’s optics, his broken faceplates aching terribly but he would deal with them later, for now…

He knelt down, tearing Optimus’s chestplates open so hard the metal bent under his servos. He would have his mate returned to him, and nothing, NOTHING would stop him. He then moved lower, pleased to find in his haste Optimus had not had the chance to close his valve panel and roughly thrusted two digits in.

The time for care and concern was over, he could deal with apologizing to Orion afterwards but before anything else happened he would bond with this mech and maybe, just maybe spark him.

He hadn’t really considered that option the first time Shockwave had mentioned the added _control_ it would lend him over Optimus, but after the Prime’s defiance, after his attack he figured the soft-sparked mech would be far less apt to repeat the foolish escape with an innocent growing inside of him… In fact, he would probably be on his best behavior.

Sure, sparking the Prime would mean he would have to be far more _selective_ in how he brought Orion out from this point on, but it seemed the shock therapy was already doing more damage than Megatron wanted.

“You are _mine_ , Optimus. All of you, your frame, your power, you _spark_.” Megatron hissed, working his digits deep into the mech’s still slightly wet valve as he opened his spike panel and with his free servo fisted the thick appendage.

Soundwave keened, his helm falling to the cool flooring as his energy continued to wane. He had failed. He had failed everyone. Knockout, Starscream, Optimus… Even, even Megatron himself.

There was no way Megatron would let Optimus out of his sight now, no way he would trust the mech with anyone but himself… Their rescue mission was ruined.

**_Optimus… Orion, forgive me…_ **

**_……………….._ **

Optimus, for his part, was hardly conscious and completely unaware of the beast that now lie above him.

Yes, he could feel his frame jerking around him, feel his spark surge as the echoes of electricity forced it to reroute the charges and yet, it all seemed far away as well.

He tried to open his optics, tried to remember what had gotten him to this point but, but it was all a blur of pain and memories. Flashes of a rockslide fleeted before him, pain, his leg trapped useless and then, like an angel from the human’s stories Knockout appeared.

He smiled unconsciously, his frame easing as he heard the medic’s voice, saw his optics… They had looked so sad and yet held such vast intelligence, if only he would believe in himself. Knockout had cried that night, let himself be weak and throw away his usual mask of sarcasm as he wept against Optimus’s frame.

Being a Prime, Optimus was used to most mechs only viewing him from a distance, like some godly thing that should never be approached on an intimate level. He was like the relic that resided in his chest, seemingly untouchable, special, revered and yet unlike the relic his was alive and could feel the distance others gave him, and he always felt so very, very alone.

Knockout had treated him like a normal mech, from there on out actually, allowed him to be small, to be flawed to just be, well Optimus… Whatever Optimus truly was, even he didn’t know that answer but, maybe with Knockout’s help he could find those answers?

His frame began to warm as the pain from the shocks dissipated and he frowned as he felt a jolt of pleasure come from his lower chassis. He couldn’t exactly understand why, or what was happening and it took far more effort to focus on that than let these waves of scattered memories wash over him so he relaxed, enjoyed the pleasure as he thought back to Knockout.

His smile grew as he caught a memory of Knockout sitting at his desk, the smaller mech wearing glasses, his glossa peeking out between his derma as he concentrated hard on something before him.

It had been the first time Optimus had considered the mech beautiful. In that moment Knockout hadn’t worn the mask of indifference, he had been hard at work, unaware of much else, seemingly content and just perfect…

A sigh came from Optimus’s lips as the pleasure grew inside him, his hips rocking against something as he thought of the first time he and Knockout kissed. It had been a wonderful, extraordinary moment, yet, yet also heavy. He tried to remember why that memory seemed bogged down by that weight but that only seemed to bring pain so he made sure to focus merely on the memory of the kiss.

It was, warm… Yes, warm and _soft_ , like nothing he had ever felt. It held a comfort in it, a strength but was also so very gentle. Knockout optics shimmered with tears in the vision, but were the tears ones of sorrow or joy the Prime couldn’t tell yet chose to believe the latter.

Joy is what he wanted to give this sad broken mech, he wanted his optics to sparkle, and spark race with life as he was sure it once did before because, because that is what that mech gave to him, LIFE!

He moaned as something deep inside him pressed against a particular spot, a surge of pleasure filling him and someone chuckled from above.

“Like that do you, my love?”

**_Love? Love? Who, who is this? Is it… Is it Knockout?_ **

“Spread your legs, love. Let me have all of you.” The soft voice insisted and Optimus obliged, albeit nervously.

In his tortured processor he saw Knockout above him, though his optics saw naught but darkness. 

In this illusion he saw the red mech smiling his brilliant, yet far too rare smile and he whimpered at the sight of him. “Uhhhh, p-please…” He begged, the pain melting away as Knockout caressed him.

Another flare of memories; Knockout smiling up at him as he held the mech in a berth, it was this time that Optimus crumbled. He had cried, even as he tried so hard to hold back his sorrow, and Knockout let him, encouraged him to even, and for once he didn’t feel guilty for falling apart.

Knockout had given him so many gifts, so many smiles, laughs, and hope… He had given him, the _Prime_ hope but most importantly love.

“Uhhhh, uhhhhh, yes… P-please… Please!” The pressure inside him moved faster, his frame arching into it as Knockout vented above.

“Unnn, to see you like this love… Hold on, not yet. Let us overload together.” Knockout said, yet for some reason his voice didn’t seem to match up with the Prime’s memory files.

**_Are, are my audials working properly? Why does he sound so different?_ **

There was a shift above him and suddenly that wondrous pressure was pulled from him and Optimus whimpered at its loss, that was until something much larger pressed against him and a streak of pain followed it.

He whined from the burn, but when Knockout lifted his servo and rubbed his helm lovingly he relaxed. “Do not worry, love. I, I will be gentle, with you at least.”

Again Optimus frowned. **_With me at least? Does, does he have another?_** Technically it was not his place to question what Knockout did, or who he was with, yet he couldn’t help but feel his spark ache a bit at the concept. It wasn’t that he was a jealous mech, but he never wanted to come between Knockout and whomever else held his spark, maybe it was Soundwave?

He groaned as the pressure grew against his valve, his helm titling away as he bit his lower derma whimpering with each inch that slid into him. It hurt, a lot, so much so he wondered what was wrong with him, and was he injured below?

“Uhhhh, gods… Always, always so tight love.” Knockout whispered as he slid in to his hilt and paused.

Optimus vented rapidly, trying desperately to look past the pain he felt so that he didn’t scare the medic. He heard clicks from above, and something like the gentle screech of something being opened.

“Open your gestation chamber, love. Let me in…”

Optimus groaned as somewhere deep inside something slid away. **_Wait, what am I doing? Do, do I want a sparkling? One with Knockout? Is, is this a dream? Does he actually want a sparkling with, with me?_**

For some reason this thought filled him with joy. He had always wanted a sparkling, _always_ but to have one required a merge at least, and interfacing with someone you trusted, someone you loved and he, he had never had that… Did he have that with Knockout?

As the spike inside him pulled out and then back in the pain that had filled him slowly began to melt away as pleasure took its place yet something, something nagged at him, something wasn’t right or, or this dream was far too real.

The mech above him lowered, his hips moving faster, and faster and Optimus felt his fears fade with each thrust. He had to be dreaming, that was what this was. Yes, a dream like none he had ever had, one that surprised him with the truths it revealed about him…

He truly loved the medic.

Perhaps it was foolish, too quick, and were this real he would take things far slower but in his dreams, he could revel in the joys of all of his newfound desires.

He moaned openly then, free of his worries, his hips meeting Knockout’s with each thrust, his charge building, crackling along his plating as his gestation chamber lay open and ready… He was about to become a Carrier for the one mech that had shown him life and that he in turn could do the same!

It was perfect, it was beautiful and more than he ever expected for himself and he allowed himself to revel the magnificent dream.

…

Megatron had started this expecting to have to tear into the Prime, and truly didn’t care how the job was done but as Optimus began to whimper and moan from his touches he had stopped being so cruel fearing it was Orion under him.

Things had slowed then, his caresses becoming gentle, soft and loving all while Soundwave curled into himself and wept at the sight. **_That is what he gets for trying to steal Orion from me!_**

He was amazed as Orion spread himself open when asked, his surprise growing when he asked the mech to open his gestation chamber and a quiet whirl of hidden gears sounded, and his joy bloomed.

Slowly, carefully he moved over Orion, turning away from the mech’s completely black optics, and ignoring the energon that spilled from them as he pushed his spike in to the sopping tunnel. Orion wanted him, loved him, trusted him, and that was all that mattered.

He lifted one servo, unlatching his chestplates once more as he smiled painfully down at his love. They were both getting ready for their overloads and the time to bond was upon them. He would have him, all of him; in frame and spark and his family, his very being would be whole again!

“Uhhhh, yess…. Harder!” _Orion_ begged, his voice deeper than normal but it could have been from the screaming.

Megatron eagerly obliged, his hips moving faster and faster, his spike plunging in and out of his love’s wet heat as his spark flared and charge grew.

“Unnnnn, gods… Tell me, tell me you love me!” Megatron gasped out as he lowered his chest to Orion’s, their sparks so close but not touching yet.

Orion’s blind optics looked up at him, his smile soft and serene, his back arching as blue sparks ran across it because of his excitement, and just as their sparks touched and their overloads hit them his love cried, “I, I _love you_ , Knockout!”

Megatron’s optics bulged, a roar coming from him as he climaxed to another mech’s designation yet any fury or shock he felt faded away as their sparks intertwined.

Chaos, war, and fire ripped through them both, tearing each of the titans from their illusions, both screaming at the hatred, the rage that filled the other’s spark and then, their poisonous bond began...

………………….

Knockout was dragged down the hall by his shackled wrists, the larger mech ignoring his pleas as they stormed towards Megatron’s quarters.

“YOU IDIOT! WAKE UP! You are going to bring me right to the mech that is destroying the PRIME!” Knockout yelled, pulling back against the mech yet all it seemed to help with was his binds cutting deeper into his plating. “You can’t tell me, you _can’t tell me_ you didn’t see any of the abuses I listed! WHY ARE YOU PROTECTING HIM!? WHERE IS YOUR HONOR!?

“MY HONOR!?” Finally something seemed to get through to the large jet, his frame spinning as it loomed menacingly over Knockout’s. “Do not _speak_ to me about honor, _medic_! You have sabotaged our troops, fraternized with the enemy, and accused Megatron of treason yet you were just as guilty!”

Knockout snarled at the mech for a klik until what he said filtered through his anger and panic, “Wait did you, did you say _just_ as guilty?”

Dreadwing huffed, his optics flashing as he turned back around and continued to drag a rather confused Knockout behind him.

“Wait, so… So you think he is guilty then!?” Knockout asked again receiving a growl in response but he found himself smiling. “So, you, you are going to help Optimus right? You will help him get free?”

“I am uncertain what I will do for now other than speak to you both and get to the bottom of this.” Dreadwing stated as he turned down another hall.

Knockout gaped at the mech. “Are you STUPID!? Have you listened to anything I have said? HE IS CRAZY!”

“ _Quiet!_ I need to think.” Dreadwing demanded, his helm aching from the medic’s constant screaming as well as everything he had found by going through the logs today. **_Primus, what is happening to us? Where has our honor gone, our pride as Decepticons?_**

“He. Will _. Kill._ _You.”_ Knockout insisted, punctuating every word. “He is _crazy,_ and if you confront him on _ANY_ of this without a PLAN you are done for! I am done for, SOUNDWAVE, OPTIMUS! You will be KILLING US ALL!”

“SHUT UP!” Dreadwing cried, startling a group of vehicons that had just come around the corner.

“SIR!” Many of them immediately saluted the Captain yet there were at least three in the back that looked more than a little grey, and were far slower in their movements.

Dreadwing frowned at the sickly looking troops, his red optics glaring at Knockout as the medic sunk lower into his plating. “You three, get to your quarters, tell all that are sick to get to their quarters as well. Our energon stores have been poisoned and there is trouble brewing on the ship. The rest of the troops arm yourselves and be prepared. I will call on you when I need you.” Dreadwing ordered before dragging the medic forwards once more. “AND DUMP EVERY DISPENSARY ON BOARD!”

“YES SIR!” The vehicons immediately bowed and rushed off to their duties, well except the sick ones who mumbled and staggered away.

“You poisoned innocent soldiers, medic.” The Captain hissed as he glowered at Knockout from over his shoulder.

Knockout scoffed, “We are at war, _Sir_ , there are casualties… Besides,” The red grounder sighed wearily. “It won’t kill them, I didn’t want to kill them… I don’t want to hurt anyone, I just want to live.”

“THEN WHY DID YOU DO IT!?” Dreadwing demanded, once again stopping and turning on his prisoner. “How, how can I believe anything you have said? Anything you have asked of me, told me!? You say you didn’t want to hurt anyone but I am certain a third of the crew is now sickened but what you put in those containers.”

Knockout frowned, his optics falling as he did the math. “Only a third?” He asked in disappointedly before he could stop his stupid face from spewing shit, as always, and Dreadwing roared.

“ARRRGH! You DON’T care DO YOU!?” Dreadwing vented out harshly as he shook his helm in disbelief. “Where is the honor in this!? Why, why hurt others to save just one!? You are a medic! YOU SHOULD CARE!”

“I DO CARE!” Knockout screamed back, his optics blazing as he strode right up to the larger mech. “I care so much it hurts! I care about what we have become! I care that we, WE are now the bad guys! I care that this world is suffering for OUR WAR! You wanna talk about innocents? HUH!? What about the humans!?”

Dreadwing growled at him but remained silent and, as always, Knockout’s intake ran away from him.

“Megatron, HE is the one that doesn’t care! Yeah, yeah I made some of our troops have a tank ache, WHOOPTIE FUCKING DOO! But you know what? You know what _Megatron_ thinks of the humans, the ones who actually belong here… They are _insects_ to him, _pawns_ to use when he has nothing left to fight with because he knows the Prime, that OPTIMUS will give everything to keep THEM safe! OPTIMUS is a true leader and Megatron is the MONSTER! How, how can you not _see that_!?”

Knockout stumbled, his optics blurring as coolant filled them and vents ragged, forced. “How many more, Dreadwing? How many more need to die before you believe me? Before you see that your hero, your friend is _lost_ and he is taking everyone and everything down with him? I mean… Think of who we have _lost!_ And, and _for what!?_ FOR WHAAAT!?”

Dreadwing frowned as the red mech moaned miserably, his optics dim now and wet. “Why did Breakdown die Dreadwing? For this? For what we have become? No. NO! I won’t, I CAN’T believe that! He, he believed in something more, in the honor of being on the side that helped the _truly_ innocent! That is why that STUPID FRAGGER joined in the first PLACE! He wanted to fight for those that could not fight for themselves and now... And now…”

A sob escaped Knockout, his frame shaking as he looked pleadingly to the mech that now held his, and so many other’s fate. “Yes, I fraternized with Optimus, I… I kissed him, and that has much to do with why I want to save him but it also allowed me to see, truly see what was happening around me in so long. I went numb after Breakdown, I fell to apathy, walked the steps Megatron showed me because Breakdown once believed in him, and maybe I even did but he… He isn’t that mech anymore.”

As Dreadwing’s faceplates darkened and his shoulders hunched unconsciously, protectively Knockout smiled sadly at him and nodded. “Tell me Captain, what you saw on those logs, besides me… Is this what you signed up for, what you have fought for? Is this, is this what your brother fought and died for?”

Dreadwing snarled, his optics growing hard for just a moment before his anger fled him and his shoulders slumped.

“N-never… Never would I or, or Skyquake condone such c-cruelty. Even on a prisoner.” He answered quietly, his spark aching terribly for his spark twin as he admitted what he had been avoiding since he first laid optics on Optimus’s… Orion’s grey form and _with_ admitting that truth brought a level of understanding and fury he did not expect.

Had Skyquake died, for this? For this twisted broken cause? Was his brother’s sacrifice worth, worth _nothing_ then?

“Neither would Breakdown, and neither will I.” Knockout said sternly, his spark flaring with his anger and determination, with life! “He will destroy anything in his path to decimate Optimus, and he is breaking him to find Orion, Dreadwing… And he is succeeding! You saw the Prime! You saw what he had done to him and, and if we lose Optimus… Primus help us all.”

Dreadwing growled, his frame twitching as his anger grew. “Very well mech, I assume you have a plan, yes?”

Knockout nearly fainted with relief, now they were getting somewhere! “Yes, Starscream was captured on purpose to get the Autobot’s help! He, he is sending a group soon yet we need to get Optimus alone so…”

“AHHHHHHHHHHH!!!! NOOOOOOOO!”

Both mech’s stopped as a wretched, pain filled scream filled the air, its volume shaking the very walls around them as they stood frozen.

Dreadwing scowled, tuning his audials down as the scream persisted. “WHAT IS THAT!?”

Knockout paled, his spark falling to his tanks as he ripped his shackles from the stunned Captain and scrambled desperately towards the sound. “IT’S OPTIMUS!” He wailed as he ran, pure adrenaline and fear guiding him to the haunted screeching.

**_Oh gods! On NO! What, What is HAPPENING!? OPTIMUS…_ **

**Notes for the Chapter:**

> Ok, just want to clarify some jazz, as the ending involves illusions from both Megatron and Optimus. Optimus, in his tortured haze believes he is having a dream of Knockout...  
> Megatron on the other hand sees Optimus being all sweet and open and thinks it is Orion under him... Until Optimus cries out Knockout's designation.  
> So, just wanted to clear stuff up, in case it is confusing... :) Hard to write for crazy people, good or bad...


	16. Love and Demons

**Notes for the Chapter:**

> I am sorry it has taken so long to update. I haven't forgotten about this and... And I have more but I thought I should end this as I did because well, it seemed to fit. It is a shorter chapter for me but there is a reason for it! Anywho, I hope you all enjoy and I will be posting another soon! Thank you for your support and patience!

Optimus blindly pushed against the massive mech on top of him, his weak servos scrambling to disengage the wretched connection that was forming between them. **_No, PLEASE NOOOOO! Not him! Don’t let me bond to him!_**

He screamed as fire tore through his spark, images of death, feelings of fury, madness filtering through his spark and it felt as if he was being swallowed/ consumed by the darkness therein.

He saw so many different images, some his own memories, others were Megatron’s, and the rest… He could only assume they belonged to Orion. There was hatred, jealously, love, pain, sorrow, loathing, joy, so many emotions and sensations ripping through his ruined processor and he had no power to stop them.

Megatron was equally as lost in the tidal waves of chaos. He could feel the Prime’s fear of him, his fury, and disappointment. He could feel Orion’s love and yet also his worry as Soundwave was hurt by his mate and that, more than the rage he felt from Optimus, hurt the most for the warlord yet he pushed through.

 **/You will be mine!/** Megatron screamed through their crackling, agony filled bond and Optimus bellowed at the promise.

“NEVEEEERRRRR!” He screeched, punching upwards, gripping, scratching at the beast above as tears fell from his bleeding optics. “UHHHHHH, GODS! PRIMUSSSSS, HELP MEEEE!” He begged to his ever silent deities.

He needed them, he needed them more than ever now and yet the Matrix remained silent. He growled as the ancient Primes within the relic didn’t fight back, a bitterness growing in his spark at their lack of involvement. 

They had the power to stop this, didn’t they? Didn’t they want to spare their Prime this fate? Was it not their duty to guide him, protect him? So why, _why_ were they just, just _allowing_ this bond to occur? Did they plan on using it somehow and he, he would just be a pawn to them, blind to whatever cruel plans they held?

His optics cleared slightly as he fought against Megatron, shadows becoming clearer and he looked up to find Megatron’s blazing optics looking down at him, hunger and victory shinning in the crimson orbs.

“MINE!” Megatron cried, his chest pressed so tightly against Optimus’s that their frames sparked against one another as they battled.

Optimus’s helm fell back, his strength waning and resolve crumbling as more and more of him became entwined, twisted within Megatron’s madness. It felt like he was falling into a tornado, spiraling into the warlord’s insanity as lightning crackled around him.

He fought, he fought so fiercely to remain alone, remain afloat, above the madness that tried to consume him yet it was not just him that entered the bond and he found himself fighting against a hidden entity as well… It was one that saw hope for Megatron, that thought the bond could temper the mech’s frenzy…

The far too innocent and ever hopeful Orion.

Orion’s pleas filled his helm, insisting if he just let Megatron in maybe he could help him, help him find his way again, yet Optimus grit his denta and pushed back on those thoughts. **_He, he means to destroy, destroy too many! Don’t let him in! Think of the others! Think of Soundwave! He is dying and Megatron is the cause!_**

Still, for how hard he fought against the torrent of madness that infiltrated his spark, Optimus was far too weak to keep it all out now and he could feel certain strains of energy molding to his, enwrapping themselves around parts of him permanently as he bellowed in despair. **_No please! Please don’t let this happen! I love Knockout! Don’t let him take me like this! I DON’T WANT IT!_**

_~Be still Optimus Prime.~_

Optimus groaned as an odd deep voice filled his helm, confusion filtering through his processor until he realized the voice was emanating from the Matrix!?

**_Who, who is this!? Will, will you help me!? Please, Please help me free myse…_ **

_~All is as it should be, young Prime. You must allow this bond to grow for only then shall this endless war cease.~_

Optimus gasped, his brief hope falling away as the voice told him to _allow_ the bond? To just lie back as he was violated, connected to the creature above him!? Did, DID HE NOT GET A SAY IN THIS!? **_I do not want this! PLEASE! PLEASE HELP…_**

_~Your place is as the savior, the protector of Cybertronians Optimus Prime and we have seen the outcome of this action. This shall end the war and bring hope to our people, your people. You must perform this duty, there is no other way.~_

**_THERE HAS TO BE!_** Panic surged through him, giving his arms more strength as he fought against the Ancient Prime’s demands of him.

How dare _they_!?

 How dare they force this upon him, especially after everything! Had he not given enough of himself to become a Prime!? Had he not fought on the right side, fulfilled all of his duties as best he could for eons and now, now he was to just become some vessel, some tool to bring the Decepticons and Autobots together at the cost of his own spark and an innocent’s?

_~Do not be so selfish Optimus Prime, for yours is a place of power as well as duties. You are a descendent of Primus and you will fulfill the responsibilities that are needed to provide a future for your people!~_

**_NOOOO!_** He begged, tears falling from his dim optics. **_Why? What will this accomplish!? He will have control over me then! Don’t you see? Please, please do not force this upon me, I BEG YOU!_**

_~It has already commenced Optimus Prime. You shall bear the burden of this fated bond and through it temper the darkness that is Megatron. The wheel of destiny has already spun, there is not going back.~_

“NOOOOOOOO!” Optimus screamed, his arms pushing back on Megatron with all of his might. He grunted as their bond crackled painfully between them, with each inch he pushed back more and more of their coiled bond ripped apart, each tear feeling like a part of himself was being torn away but in his desperation, in his _fury_ he didn’t care. **_I AM NOT YOUR PAWN!_**

Megatron screamed in agony, his optics bulging as Optimus continued to push him further and further away snapping many of their connections prematurely and the result felt like someone sawing into the very core of his spark.

“I WILL _HAVE YOU_!” He grated out through clenched denta, pressing back on the mech’s shaking servos as he fought to reestablish some of their broken bond. He knew some of his energy had already melded with the Prime but, would it be enough?

The warlord snarled, wrapping his claws over Optimus’s shoulders, planning on pulling himself even closer when a screech sounded to his right just before fire exploded against his back.

“AAARRRGH, WHAT!?” He turned his helm, his optics narrowing as he spotted Laserbeak swooping over his helm, the little bot turning less gracefully than normal as she came back in for another barrage against the silver mech.

“Filthy PEST!” Megatron growled, his attention now torn between the struggling Prime and the irritating attack from Soundwave’s pet.

“Laserbeak… N-Noo…” Soundwave called to his symbiote, his weak servo rising as he tried to tell her to run, to leave him but he could feel in her spark that she wouldn’t listen She would fight for him even though she was still recovering from her old wounds. From what he could see even though Knockout had had little time to help her the medic had tried to fix her as best he could, her fresh welds glittering in the bright light of the hall as she swooped low and began to fire on Megatron once more.

“ARRRRRGH!” Megatron tried to cover his bleeding helm as more and more blasts rained down upon him, when suddenly Optimus grunted and with one desperate great shove, threw the distracted Decepticon from his chassis.

Both Megatron and Optimus screamed from the broken connection, agony flaring through both of them as they rolled away from one another, electricity dancing along their frames as they jerked and twitched along the floor.

“Uhhh… Uhhh, gods…” Optimus moaned, his blind optics wide and pain ridden as he turned to his side and began clawing at the floor, desperately crawling away from where he thought Megatron had rolled to. **_M-move… Move, d-don’t stop!_**

 He didn’t know where he was going, his reaction again was purely instinctual yet was pleased as he felt a gentle servo reach out to him after only a few feet and he looked up hazily to find Soundwave’s optics looking down at him sadly.

“Failed, f-failed Optimus…” Soundwave bemoaned feebly, curling closer to Optimus as he held the mech’s shaking helm.

“S-Sound…” Optimus’s words were interrupted as a roar split the air behind him and he turned his aching helm to watch as a streak of blue blaster fire erupted in the air next to him, Megatron’s furious shouts following after.

“Meg… Distracted.” He rambled out, willing his frame to move even though all he truly wanted to do was lie down and rest. His spark felt like it was on fire, his windowless chestplates bent so badly from Megatron tearing them open that they no longer stayed shut and just swung on their ruined hinges. He knew he couldn’t last long on his pedes in this state. That meant if he wanted to get himself and Soundwave away, he needed to do so NOW!

“C-come, come on…” He grunted as he slid his arms under Soundwave yet for some reason the lithe mech felt like he weighed more than the ship that carried them.

“No, noooo!” Optimus whimpered, forcing his arms even further under the mech and pulling back as far and as hard as he could yet only managed to lift Soundwave up an inch or so before his arms shook too much as he dropped the mech down with a sob of defeat. **_I c-can’t m-move him…_**

“L-leave S-Soundwave… Save, save s-self…” Soundwave insisted, his vision tunneled as he lovingly rubbed Optimus’s helm.

Optimus growled through his tears, “Nooo! C-can’t g-give up!” More shots were heard behind them, Laserbeak giving her all to give them time to escape yet even she had her limits and was quickly tiring.

“It’s a-alright.” Soundwave said softly as Optimus’s dim and sorrow filled optics looked up at him.

“N-no, n-not a-alright…” Optimus moaned, his frame twitching and jerking terribly. He felt sick, dizzy, weak… It was a nightmare like no other and no one was going to help them escape from it, not even the Matrix… **_B-bastards… Using m-me a-as s-some t-t-tool…_**

“OPTIMUS!”

The broken Prime lifted his helm as a new voice filtered through his audials, one that both made his spark soar and also fill with dread. **_N-no, Knockout s-stay a-away!_**

………….

When Knockout turned that last corner the scene he found shocked his spark. Megatron was on his knees firing at Laserbeak as the minibot fired back at him, Soundwave in a pool of his own energon and Optimus…

**_Arrrgh frag it all, look at him…_ **

The larger mech’s optics were bleeding coolant, their light so dim it was obvious he was mostly blind and he shook terribly as he tried to lift Soundwave off the hall’s floor and his chest plates were just swinging open…

Just, just like Megatron’s.

Knockout felt his spark shatter his frame suddenly burning with a fury he hadn’t felt since… Since he lost Breakdown. **_No… No please, don’t tell me he bonded to him! That, THAT BASTARRRRRD!_**

“Gods!”

Knockout spun finding Dreadwing panting as he ran up next to him, the larger flyer’s optics wide as they took in the insanity playing out before them. “What has happened?”

“What do you _think_ has happened!? _Megatron_ happened!” Knockout spat as he vented out and ran into the chaos.

Megatron saw the flash of red and suddenly Optimus’s moan of the medic’s designation thundered in his helm and he completely ignored Laserbeak’s shot as he focused solely on Knockout and Knockout alone. “YOOOOOOU!”

Knockout’s race to Optimus paused as his leader’s voice rang in his audials and he turned to find the silver mech barreling towards him, his chestplates swinging, his spark flickering like a supernova about to explode, and his optics… They had murder in them.

“KNOCKOOOUT!”

Knockout heard Optimus scream for him but he ignored him as he transformed to his saws and roared, his pistons coiling before he lunged at his vile Master!

Megatron almost laughed as Knockout came at him, his rage ebbing in his amusement but that was until the mech suddenly dropped, his small frame sliding across the floor, slipping right between his legs yet just before the medic completely disappeared behind him, the warlord howled as agony tore through both of his ankles and he stumbled forwards before falling to his knees.

 ** _Fragger cut my ankle cabling!_** He thought furiously as he peered behind him at his bleeding legs just to look up as Knockout screamed. In one smooth motion he dug one of his saws into the floor, his frame jerking but because of the momentum he had built up instead of just stopping his body swung to the right at top speed and that was exactly what Knockout wanted.

He rode the energy out ignoring the pain as his saw bade twisted wretchedly as he flew around it swinging his pedes back towards Megatron and with a scream slammed them both right across the fucker’s gaping faceplates!

“ARRRGH!” Megatron rolled across the hall, his frame only stopping its violent journey when he crashed into the opposite wall of the hall, the steel concave for the force at which he hit it.

Knockout ground his denta together as he growled and snapped his mangled saw off. It had twisted so terribly it was useless to him any ways, and he wasn’t certain if he had the time or energy to rip it out of the floor any ways. **_Better to just lose it!_**

There was a spray of energon as the piece came off, his tanks roiling a bit for the pain but his rage kept him going and he still had one saw left. His spark was hammering, his optics blazing with his anger as he spun back on Megatron.

“FUCKING _MONSTER_!” Was all he said before lunging back at the struggling warlord. He knew he had cut the cabling that connected Megatron’s pede to his lower leg leaving the mech unable to stand but that didn’t mean he wasn’t dangerous even if he could only kneel and the truth of that came up as the medic watched his raise his cannon and aim it at his chest.

 ** _Damnit! Am, am I going to die today!?_** Knockout wondered as the purple light blazed before him, berating himself for not running for cover instead of advancing but he was so close! Maybe he could cut the damn limb of before the cannon collected enough energy!?

He was merely feet away, the brilliant violet light filling his vision, promising him a wretched burning death but it was too late to turn away now, too late to stop his advance… **_I am sorry Optimus, but I hope I wreak some havoc on the fragger on my way down._** And with that thought he pounced.

To those watching it was like things had suddenly shifted into slow motion. They watched as Megatron arched back, the insane titan on his knees as his weapon grew hotter and hotter and then a shadow of red descended upon him. Knockout’s frame curled around the outstretched limb, his saw biting deep into Megatron’s shoulder, holding the one served mech in place before it whirled to life and energon sprayed out in a wheel of rain around them.

“ARRRRRRRRRGH!” Megatron screamed, shaking his arm as he tried dislodging the smaller mech from it but even with only the saw keeping the mech attached to him, Knockout’s determination and rage helped him dig the blade deeper, and deeper and each wild thrash from Megatron was only helping him in his bloody endeavor.

 ** _I am doing it! I am!_** Knockout cheered, more than aware of how hot the cannon’s barrel was growing against his chest as he clung to it with his legs and saw, wrapped around the limb like some crazed monkey, but he didn’t care he _wanted_ it!

This limb _would_ be his, and… And maybe it was a small prize in exchange for his life but it would be one less servo Megatron could hurt Optimus with, it would be more energon he didn’t have to fight with, and between losing his control over his pedes he had at least, at least given the others a chance…

“I LOOOOVE YOU OPTIMUS!” He cried over Megatron’s roars and the high pitched ring of his saw and the cracking of plates, tears filling his optics as his chest plates began to melt because of the cannon’s heat and energy. **_I know it isn’t the way I wanted to tell you, I know it is only coming out and, and then I will be gone but… But at least you know, you are loved…_**

**_Optimus…_ **

**_Thank you…  Thank you for giving me hope again, for giving me smiles again, thank you for… For loving me…_ **


	17. Raw Wounds

**Notes for the Chapter:**

> So it took longer to post then I expected but it turned from a 4000 word draft to a 10,000 word chapter. I hope this flows well, freedom is at the horizon, for some at least... No promises. Enjoy, and sorry for errors :)

“What do you _think_ has happened!? _Megatron_ happened!”

Dreadwing reached out as Knockout ran from him, trying to stop the mech from foolishly entering the chaos but it was clear that the medic didn’t give a _frag_ what he had to say or what was sensible, and he plowed forwards anyways. **_Accursed fool! He is going to get himself killed!_**

He lowered his stance before he too ran into the fray, uncertain exactly what was going on but as he scanned over Optimus, then to the fallen bleeding Soundwave, to where Laserbeak was desperately trying to keep Megatron distracted he felt his spark ache as a very clear and rather depressing story played out before his optics. **_Megatron, my Lord… Have you truly fallen so far?_**

He begrudgingly ran after the red mech towards the Prime and Soundwave when Megatron suddenly screamed at Knockout and the medic’s wild charge halted as he turned on his Leader much to Dreadwing’s surprise. **_He isn’t seriously considering fighting Lord Megatron one on one is…_**

 His question was answered as Knockout transformed his servos into his saws and both he and Megatron roared as they barreled towards one another. **_Stupid mech! He isn’t going to last a second against Megatron._**

Yet wonders seemed endless today and he gaped in open pride as Knockout then dropped to the ground, sliding between the silver mech’s legs and promptly cutting through the ankle cables there sending the titan to his knees. **_Well done Knockout, that will slow him down immensely._**

Considering the medic seemed to have Megatron well in servo Dreadwing continued his journey to the fallen Prime, his spark clenching as he watched Optimus’ helm turn this way and that as he tried to pinpoint where the medic was. **_This is disgraceful… Capturing the Prime is one thing but to treat a defeated foe with such utter lack of honor is… Is beyond… What has happened to our mission!? What happened to the days where we fought against the system to protect such atrocities from befalling others!?_**

“KNOCKOOOOUT!”

Optimus suddenly cried out for the medic ripping Dreadwing back into the chaotic reality that swarmed around him and he shook his helm to find the Prime now feebly crawling _towards_ the sounds of fighting in the center of the room.

Dreadwing growled as he continued his journey to the mech realizing if he didn’t stop Optimus, he would end up right in the middle of Knockout’s and Megatron’s fight! **_He can hardly stand! I need to get him out of here, get him out until we can subdue…_**

The Decepticon felt his tanks bubble sickly as he realized he had just been contemplating having to subdue his leader, the mech that he had once pledged his unfaltering loyalty to, the mech his brother had DIED for and now... **_Skyquake, I… I am uncertain what to do! I know what I FEEL but, but to betray my vow of loyalty it causes me to wonder if you, you just died for NOTHING! Nothing but a broken tainted cause that now I must help dismantle… Primus…_**

He ran towards the Prime, his arms wrapping under the mech’s shoulders as he began to drag him backwards. “Prime! We must get you out of here!” He yelled, uncertain why his first instinct was to get Optimus to safety but as he scanned over the mech he felt his spark burn at the damage he found. “Arrgh, what has he done to you Prime? Where is the HONOR IN THIS!?”

Optimus lifted his aching helm, his dim optics scanning around for the mech that was speaking when he realized it was Dreadwing next to him. **_D-Dreadwing? W-Why, why is he helping… Is he h-helping?_**

“Ig-ignore m-m-mmmee D-Dreadwing! Arrr, c-can’t… Knock… Knockout!” He growled in frustration as his processor glitched again, the stress of everything just eating away at his circuitry more and more and soon he wondered if he would even be able to speak at all.

Dreadwing noticed the way Optimus’s optics never focused on him, or anything for that matter and his fury grew. **_He is blind and bleeding from his optics!? What else has happened!? What else have you done to him Megatron?_**

“AAAARGH!”

Screams erupted behind him and he peered over his shoulder to watch Knockout’s frame swinging around before he kicked Megatron hard across the faceplates and amazingly sent the mech flying. **_Impressive for such a small mech…_**

Shaking servos grasped desperately at his arm and he peered down to find Optimus looking up at him, his optics evidently not _completely_ without sight as they settled on Dreadwing’s pleadingly. “H-Help Knock… Kn-Kno…”

“Knockout?” Dreadwing finished for the struggling Prime and as Optimus nodded jerkily Dreadwing shook his helm. “NO! Prime, I… I need to secure you first! I will not allow Megatron to continue his twisted game of…”

“NO! N-N… Arrrrgh!” Optimus snarled as he began pulling his aching frame up to his pedes, his chestplates flapping back and forth as he moved. **_If he won’t protect Knockout then I w-will…_**

Dreadwing vented in frustration as Optimus tried to stand, pushing the frantic mech back down with a growl. “You fool! You are too injured, STAY DOWN!” ** _Prime is hardly conscious! I, I need to get control of this! I need to get troops involved, well… The ones still standing, thanks to Knockout._**

He lifted his servo and commed all the troops, hoping they would see this madness for what it was and listen to reason more than their loyalty to Megatron. He felt a decent amount of them respected him enough to perhaps listen to his orders through this but, a part of him wasn’t certain if they would just instinctually side with Megatron. **_I don’t have a choice, we don’t have enough help here and Knockout and I are not enough to…_**

“I LOOOOVE YOU, OPTIMUS!”

Dreadwing and Optimus’s helms rose at that one searching wildly in the darkness that surrounded him and the other venting in horror as he discovered what situation the medic had gotten himself into. **_You IDIOT!_**

“KNOCKOOOOUT!” Optimus screamed, his optics wide as they focused on the growing purple light and for some reason _he knew_ … He knew that Knockout was right there, right there and about to die and he would _not let that happen! **He loves me!? He loves me and I LOVE HIM! It cannot… IT WILL NOT END THIS WAY!**_

He roared as he threw Dreadwing away from him, his frame finding strength through his fury and he let the anger seep deep, let it fuel him as before and suddenly he was running. **_It is my fault, all of this! Soundwave, Knockout… I could have stopped this long ago and I DIDN’T! How many others must suffer for my weakness? How many more will Megatron hurt because I let him live!? THIS ENDS NOW!_**

Voices called to him from the Matrix as he ran, voices telling him to stop, that he couldn’t be the one to die, that they had PLANS but he ignored them all. **_It is my life! MY DESTINY! I am the Prime YOU forced me to be and now I am making my choice damnit!_**

“NO PRIME!”

“OP*IM*US!”

Somewhere behind him he heard Dreadwing and Soundwave call out to him, heard the larger mech scramble back to his pedes and start after him but it only pushed Optimus harder faster to his goal, Knockout would not die today. No one else would DIE!

The purple light grew brighter and brighter in his shadowed vision, his spark racing fearfully as a silhouette seemed right in the center of its glow, a silhouette that looked wretchedly similar to Knockout. “Uhh, n-nooo… No… NOOOOOO! KNOCKOOOOUUUUT!”

There was a click, the canon’s energy finally reaching full capacity and still he seemed too far away so with one final scream he coiled his pistons as tight as he could before releasing them, his arms reaching out desperately and he sailed towards the blazing light of destruction… **_Knockout…_**

**_………………………._ **

“KNOCKOOOUUUT!”

Just as Megatron’s cannon clicked and he was almost certain death was calling for him Knockout gasped as something massive slammed into his side and he was ripped from the cannon right before it exploded.

_BOOOOOOM!_

Heat, energon and plating exploded above him, meaning whomever had pushed him out of the way had taken the powerful blow instead and he felt his spark leap to his throat as plating flew through the air. **_NO! NO please! OPTIMUS!?_**

He and the frame that still clung to him crashed down on to the floor of the hall, the stink of melted protoform and energon filling his olfactory sensor as his helm cracked against the metal there so hard he saw spots and for a moment Knockout fell limp, his savior collapsing on top of him as well. **_Oh shit, OH SHIT Optimus!?_**

He raised his aching helm, his red optics growing wider and wider as his fears were realized and he found none other than Optimus’ flickering optics staring back up at him.

“S-safe… Saved…” Optimus grated out softly, lovingly as he coughed that wonderful perfect smile glittering in the low light of the hall as his chassis smoked and his blood dripped over Knockout’s abdominal plating creating a small pool of the warm liquid in moments.

“No… No… O-Optimus…” Knockout whimpered, coolant filling his optics as the wretched scent of burning energon choked his vents yet it was the pained roar next to them that reminded him of just how they had gotten to this wretched point and he lifted his helm higher to see Megatron screaming.

The silver mech had been holding his arm together at first, the heavy thing hanging by just a few thin cables and wires yet once he suddenly moved his good servo from _it_ to his _side_ , those frayed strings of metal felt the full strain of weight, each snapping apart like elastics pulled too tight and the severed limb fell to the ground with a resounding _CRASH!_

**_I did it! I took that bastard’s arm! I… Wait, why is he holding his side? There is no wound that… Oh no…_ **

Knockout’s optics went from Megatron to Optimus, his previous fears coming to light as he realized where Megatron was holding was exactly the same spot Optimus now had a burning melted hole in _his_ chassis. **_He, he is feeling Optimus’s pain! He… He really is bonded to the mech! Oh fra…_**

“MONSTER!”

Knockout looked up just in time to see a blur of blue fly over him and Optimus, before smashing into Megatron and ripping him to the ground. **_Oh shit, Dreadwing!_**

The blue mech seemed unhinged, something Knockout had never seen come from him and the moment he had taken Megatron down he began to wail on the weakened warlord like a mad mech!

“HOW DARE YOU FALL TO THIS!” Dreadwing bellowed, his fist raising high before he slammed it into Megatron’s faceplates, the blow adding to the already bruised and battered protoform there and reopening the damage done to his dermas.

“Uhhh…” Megatron moaned, uncertain what had happened in the last few moments but he knew he had failed in killing Knockout. That he had failed was enough but when a strange ghost pain suddenly tore through his side he had been more than a little baffled and now suddenly he was on his back.

**_What… What saved Knockout? Why can’t I move my arm and who… Who is above…_ **

Another punch slammed into his already hazy helm, yet with each hit another _darker_ haze seemed to lift and he began to wonder just how he had gotten to where he was.   ** _What is g-going on?_**

Megatron pushed past his pain to creak open his optics and found himself stunned to find Dreadwing’s raging faceplates staring down at him. **_W-what is… Dreadwing? Why is Dreadwing attacking m…_**

He never got to finish his confused thought as another hit _slammed_ into his helm, and _another_ all the while the mech that pinned him down, one of his most loyal followers was screaming, was _raging_ at him, but he honestly didn’t know why. **_What… What has happened? Why is everything so fuzzy? I… I was in my quarters with Orion and Soundwave… We, we were happy… What, what happened? Where are they!?_**

He tried to push himself up yet he couldn’t seem to connect with one of his arms and when he looked at his shoulder he was amazed to find nothing but sparking wires coming from his shoulder and no arm. **_What!? What is happening!? Where is Soundwave and ORION!?_**

Another punch cracked against his helm and Megatron groaned as his glitching processor shut down for a moment and he lay there limply as he recovered all the while panicking over where his family was, if they were safe...

Dreadwing vented out, his optics burning as Megatron stilled and he peered over his shoulder to find Knockout staring up at him with horror flickering in the younger mech’s optics. “T-take him… Take him and... And r-run...”  He instructed gruffly, his vocalizer thick with emotion.

Knockout peered from him to Optimus and then to Soundwave. “I, I can’t c-carry them b-both…” He answered his voice just as gravely and he heard Optimus moan next to him.

“Le-leave m-mee…P-please?” The Prime begged, his dim optics lifting to Knockout’s and the medic opened his intake to immediately shut down that option but Dreadwing got to it first.

“No. I, I will help Soundwave, I swear…” Dreadwing promised, his frame jerking as Megatron moved under him, evidently coming back to himself and the blue mech spun on the medic. “Get him out! Avoid the vehicons for now until, until I can e-explain… HURRY! GO NOW!”

Knockout nodded, his spark racing as Megatron began to shift more and he saw his window of freedom quickly closing. “O-okay… Okay…” He muttered, wiggling his frame out from under Optimus before wrapping his arms under the larger mech’s shoulder and grabbing his wrist tightly. “We gotta get you up!”

Soundwave whimpered, his consciousness near gone now but he did have enough strength to lift one servo, Laserbeak immediately landing upon it and he smiled up at her. “Pro-protect… Protect O-Optimus…” He requested, his voice hardly over a whisper and the minibot chirped mournfully in response.

“P-please? F-for m-me?” He pleaded and finally Laserbeak whistled in agreement, nuzzling her beak against his helm before she lifted off and flew after Knockout’s and Optimus’ struggling forms and Soundwave smiled. **_Good, good girl… Run O-Optimus, be free of this nightmare and live… Live for all of us still l-locked in this prison…_**

Both Dreadwing and Soundwave watched in sullen silence as Knockout helped bring Optimus to his shaky pedes, the larger mech hanging heavily on the medic’s shoulder, his side bleeding readily and chest plates flapping with every…

 ** _Oh NO!_** Knockout gaped as he remembered _why_ Optimus’s chest plates were opened and what that meant. His helm snapped up to Dreadwing, his optics dripping with tears as he spoke. “You can’t kill M-Megatron! He… Damnit that _fucker_ bonded with Optimus! If you kill him Optimus might…”

A deep rumble sounded in Dreadwing’s chassis, his optics narrowing as he stared down at his stunned Lord. “I understand.” He growled. “Go Knockout, save the Prime… I shall deal with things here.”

Knockout nodded, his optics scanning from Soundwave to Dreadwing nervously but he knew there was nothing more he could do for them and he swallowed hard before turning and leading the half conscious Prime away from that bloody nightmare behind them.

 ** _We won’t forget you guys! Starscream is coming damnit! We just need to all stay alive until then! He is… He is coming and then everything will be better… Won’t it?_** He thought hopefully yet as Optimus tripped and stumbled next to him, the mech’s vents growing more and more ragged as time went and his energon dripped along Optimus’s frame and his own his hope began to wane.

 “C-Come on big guy… I, I know a place we can h-hide.” He whispered gruffly, wishing he didn’t need to push Optimus so hard given his wounds but the Prime didn’t complain, and merely huffed as he struggled to keep up.

He took them down the less traveled halls, hoping against hope that they wouldn’t run into any troops and for once fate seemed to be on their side as every hall they came across was empty. Laserbeak was helping immensely as well, the symbiote flying ahead and chirping at them every time she found the path clear, protecting _them_ as her friend or whatever Soundwave was to her, bled out behind them.

A sliver of doubt and guilt slithered through Knockout’s spark as he continued to push their little broken group on. **_Stop, you can’t focus on that yet! Just hide, hide get Optimus free and then… And then…_**

Laserbeak suddenly whistled in alarm and Knockout gasped as he pulled Optimus aside, flattening them both against the wall just to see some poor sick vehicon stumble through the hall ahead of them. The mech was obviously in so much pain that he focused on nothing but being able to remain standing and he walked right past him and the trembling Prime without so much as a vent going their way.

Knockout stayed pressed against the wall a few moments longer before releasing the vent he had held until it burned and continued their walk.

 ** _Damn, my concoction worked better than I thought, thank Primus._** He mused, happy Starscream had given him the crazy idea in the first place when Optimus moaned painfully and suddenly the weight on his right shoulder seemed to get so much heavier!

“Whoa, whoa there!” Knockout exclaimed, his own shaking legs nearly collapsing before Optimus straightened himself with a grunt.

“F-forgive…” Optimus started but gave up quickly as even talking seemed to pull more strength from him and Knockout smiled up at him.

“It’s alright, we are almost there.” The red mech assured him as they began their arduous journey once more. “J-just a little further and then you can lay down, I promise! We, we will hide there till Starscream comes, ok? You are gonna be rescued tonight! Let that give you some strength!”

Optimus lifted his helm his dim, energon encrusted optics blinking at Knockout in confusion. “R-Rescued?” He asked and Knockout nodded until he remembered the mech couldn’t see.

“Yeah, tonight!” He said happily, immediately berating himself for the volume of his voice and he cleared his vocalizer, changing back to a whisper before continuing. “We just need to hide till they arri…”

“S-Soundwave saved? Dreadwing… Y-you?” Optimus inquired and Knockout bit his lower derma as he thought of how to answer but quickly realized even he didn’t _really_ know.

“I… Well…” He stuttered nervously, his own exhaustion and pain making it harder to think plus, he wasn’t sure if he could lie to Optimus.

He knew the original plan had involved getting them all out, or trying to at least but now with everything that had just gone down, he didn’t know what the plan would be. **_If I tell him he might be the only one getting out will, will he go? Arrgh, everything is always such a mess! Why, WHY can’t ONE thing ever go right!?_**

Optimus for his part couldn’t see the medic’s faceplates but he could feel the worry and apprehension in his field and he had a terrible feeling that he and _he alone_ would be the focus of this rescue and that made his already reeling tanks burn with fury. **_No, no more pain b-because of me… No one gets left b-behind!_**

He stopped his pain ridden march, allowing his fury to fill him again as he went to turn around but felt Knockout’s servo tighten its hold before two small arms wrapped around him, holding him tightly in place.

“No, no _please?”_ Knockout begged, his voice muffled against Optimus’s abdominal plating and the Prime wished he could really see the mech in that moment.

“Kn-Knockout…” Optimus started pulling at the smaller mech’s arms gently, his rage ebbing and with it his strength but the smaller mech refused to let go.

“Please Optimus. Please don’t go back you, you can hardly stand… You are b-bleeding everywhere, don’t let their sacrifices go to waste, please?” Knockout begged him, his arms tightening as he cried. “Please…”

When Optimus lowered his helm shamefully in response Knockout felt his spark burn. He knew the larger mech hated having others suffer for him but… But what was done _was done_ and, and maybe Dreadwing could get the vehicons to listen! Maybe he could even get through to Megatron!?

The warlord had had this oddly defeated and confused look on his faceplates when Dreadwing ripped into him, perhaps he could get through the walls of insanity and… And…

“Very w-well…” Optimus muttered brokenly, patting Knockout’s shoulder and allowing the red medic to work his way under his arm before they began their agony filled walk once again.

“I, I am sorry Optimus… So, soooo sorry.” Knockout said, his voice thick and glossa dry feeling until he realized they had somehow made it to his destination. “Oh slag, we are here! Hold on.” He whispered as he led Optimus to the wall next to him, placing the blind mech’s servos against the wall to give him something to lean on before he ran forwards.

His optics scanned around them anxiously, making sure no one was around as Laserbeak flew off to watch further down the hall before he grabbed ahold of one of the larger covers to the ventilation system on the Nemesis and began yanking back on it hard.

He had found this hideaway just after Breakdown’s death, a place he would run to, to hide from Megatron’s rages and also a little space where he could cry or mourn alone. It wasn’t a very large space, but it could fit him and Optimus if they stayed low and they would be able to hear what was happening around them without being seen.

“Come oooon!” He groaned, wishing he had more than one servo to pull with but eventually the grate screeched and wiggled a bit and inch by inch he pulled it open until finally, with one last _haul_ backwards it slipped from its casing and he and it crashed in a heap on the floor at Optimus’s feet.

Optimus flinched at the loud noise, his frame tense as he and Knockout both listened for any sign of alerted voices from the troops or anyone else but after a few moments of panicked venting they huffed in relief and Knockout pushed the larger grate off before pulling himself to his pedes.

“Alright, give me your servo, I will guide you in.” Knockout instructed, holding Optimus’s trembling servo gently as he led the mech forwards. “Watch your helm, it is a bit tight. Once you are in crawl in as far as you can, we wanna be away from the front as much as possible. Your plating might not be, well… Ahem, I am bright red so, yeah.” He said, cursing himself for bringing up the Prime’s lack of paint but Optimus just gave him a small pained smile and pulled himself in.

Once the larger mech was in, Knockout peered around them once more before grabbing the large vent cover and dragging it behind him as he too stepped into the tunnel. He whistled for Laserbeak, the small symbiote gracefully weaving through the air before she slipped in past the vent and he began to pull backwards. **_Oh frag, how am I going to close it with only…_**

As if reading his mind Optimus’s arm suddenly appeared next to him, the larger mech reaching out and grasping the slated grate in his servo. “Pull t-together?” He asked quietly and Knockout chuckled.

“Alright, one, two, _three_!” The medic counted and both he and Optimus pulled backwards, continuing to tug until the plate clicked into place and they were blessedly, wonderfully hidden from the rest of the ship… For now at least.

Optimus groaned as he shifted further down the shaft, his frame hardly fitting as he crawled but he made it well fairly far before his energy left him and he lay down and vented weakly in the darkness.

Knockout had followed the mech’s difficult journey, stopping as Optimus collapsed and shifting so he sat crunched up with his back against one of the tunnel’s walls. “We, we should be safe here… There, there was a bit of an energon trail coming from ya but I just hope they are too busy to think to look down.” He said between his ragged vents, rubbing at his faceplates as he tried to still his hammering spark.

**_We, we made it here at least… We will be alright, we are alright… Fuck, what a fucking day._ **

Eventually his spark eased enough that it didn’t pound in his audials but that was when the medic realized how shallow and irregular Optimus’s venting had become.

“O-Optimus? H-Hey big guy, how you holding up?” He asked nervously, moving to his knees as he tried to see the mech’s faceplates in the low light yet when he found Optimus’s faceplates a low whimper escaped him as he realized how pale Optimus looked. “Optimus!? Optimus, are, are you alright!?”

The Prime coughed, his frame shivering as he lifted his servo up and beckoned Knockout closer. “I… Mmmm cold…” He strangled out weakly. “C-could you lie, n-next to… To me?”

Knockout vented in nervously, more than aware of just how wounded Optimus was and he was worried about injuring the mech further. “Optimus, I…”

“N-need… Need you.” Optimus said, his voice so meek sounding and sad and all of Knockout’s reservations evaporated in an instant.

“Arrgh, ok. I, I am going to try and be as c-careful as… Ohhh, I hope I don’t hurt you.” He muttered as he slowly and so _very_ carefully worked his way forwards, gently clambering over Optimus’s pedes, legs, and chassis, grateful the wound was on the mech’s opposite side before he settled into the tight space between Optimus’s arm and his torso and lay down.

“You know, we are probably stuck like this now.” He said, his voice light even as his spark hammered worriedly for how heated Optimus’s frame felt.

Optimus chuckled weakly. “I, I think I c-could deal with that.” He said wearily, his frame trembling as he closed his optics and held Knockout close to him, the pain in his frame not nearly as powerful as the agony and shame that burned in his spark.

“Kn-Knockout… I left th-them…” Optimus muttered eventually, his voice filled with static.

Knockout sighed, snuggling his helm against Optimus’s shoulder as he fought to find the right words. He was sure Optimus was destroying himself for leaving Dreadwing and Soundwave, and he was sure the fact that Laserbeak was now protecting them other than her friend…

“I know… I know we did but… But if we lose you Optimus who will contend with Megatron after all thi…” Knockout started but the sob that suddenly came from Optimus paused him, he looked up to find bloody tears falling from Optimus’s optics.

“Optimus… I, I know it seems bleak but we won’t forget the…”

“Knockout, I think Megatron… I think…” Another sob ripped from him cutting off his wretched words and Optimus hated himself for crying. He hated himself for breaking when Soundwave and Dreadwing were still in such danger, when even Knockout could be found and be ripped apart but he just… Just felt so ashamed and he was terrified that Knockout, once he realized what was… What had happened…

He was terrified Knockout would hate him.

**_I have to tell him! I have to let him know because, because if I really do l-love him it is only f-fair… Ohhh GODS! WHY!? Why must there be all this p-pain!?_ **

Knockout’s spark fell to his tanks as Optimus broke before him, the larger mech obviously trying to tell him something yet every time he opened his intake only mournful sobs or whimpers came out and he was trembling so badly.

“Optimus, hey… Heeey big guy, it is ok! You can tell me anything. I promise, I won’t run.” Knockout said gently, his good servo rubbing Optimus’s abdominal plating yet it only seemed to make the mech cry harder.

“Kn-Knockout h-he… B-b-bonded… Ohhh…” Optimus moaned, his helm turning away from the other mech as he tried to gain control over himself. **_Why, why… What else must I g-give? Look, look at what has h-happened! So many h-hurt, such p-pain and…_**

“I know, and I am sorry Optimus.” Knockout whispered but placed his servo over Optimus’s mangled chestplates, lightly rubbing them as he laughed. “But that doesn’t change how I feel about you, not for an instant.”

Optimus’s vents caught in his chassis and he turned his helm back to the other mech, again wishing he could see him. “I… I might b-be…”

“Sparked, yeah… I thought of that too.” Knockout finished for him, smiling at the look of complete shock on the Prime’s faceplates. “I am a medic after all and… And how he has been treating you, I figured it out.”

Optimus shut his useless optics, his frame falling limp as his shame grew. “I… I a-am s-sor…”

“NO!” Knockout cut him off, perhaps a little louder than he should have considering and Laserbeak chirped angrily at him in response. “Don’t you _dare_ apologize about something he forced on you! Never Optimus, never to me any ways, got it!?” He hissed, his voice quiet but tone leaving no room for argument.

“Knockout…” Optimus whispered, his spark oddly fluttering at the mech’s words yet he really didn’t know how he felt about any of it.

“Optimus, do you love me?” Knockout asked, and when Optimus’s opened his optics he found himself transfixed by the red orbs that were blazing up at him.

“Yes, yes I do Knockout… So very much.” Optimus admitted openly, happily and he felt his spark jump as he said those words.

Knockout sighed, lifting his helm up to kiss Optimus’s chin. “And I love you. We have been through Hell and back together and nothing is going to keep me from your side. Not Megatron, no false bond, and no sparkling! Frag…” Knockout laughed nervously. “I mean, I would even be honored to help you r-raise it if you kept it, but that is up to… Well up to…” Knockout never got to finish as Optimus’s helm leaned down further and their lips brushed.

“I love you Knockout, and do not deserve the wonder of a mech like you.” Optimus whispered against his dermas and Knockout scoffed.

“I think that is my line big guy.” Was all Knockout said before he lifted his helm higher and kissed the mech he loved deeply. **_I love you, I love you so much! We will get through this, we will!_**

Optimus finally sighed, his helm falling back as his exhaustion finally got the better of him and he slowly fell to recharge. Knockout and Laserbeak let the broken mech rest, both on high alert as the sounds of the ship began to change and the running of pedes could be heard echoing all around their little hideaway.

They would be safe for now and hopefully no one noticed the trail of energon that had been left by Optimus but, what was done was done, right?

 ** _I just hope Dreadwing can convince the troops and save Soundwave… It is my fault the two of them got involved and that I just… Just left them…_** Knockout covered his intake as a whimper threatened to escape him, it wasn’t the time to cry.

He could cry once they were free, he could sob, break, throw things but for now he just needed to hide, hide and pray to any god that would listen that things would work out and that for _once_ in his life Starscream would keep true to his word because right now _everyone_ was counting on him.

**_Well him and Dreadwing… Oh frag, please let him gain control of this shit show… He is pretty smart right? Smart and better controlled than the rest of us so… So yeah, Dreadwing will be just fine._ **

**_Won’t he?_ **

…………………………

Unfortunately control was the last thing on the former Captain’s mind and he snarled in disgust at the mech under him.

“I trusted you! WE ALL DID!” Dreadwing screamed, his frame shaking from helm to pede as his control fell back and all he saw was red.

He hadn’t known what to think about most of what happened, hadn’t had a chance to talk as he had hoped but at this point… None of that mattered anymore.

Soundwave lie dying, Optimus torn apart his chestplates ripped open after being forced to bond, his optics bleeding coolant, side melted to scrap and ALL of it was because of this, this _monster_ beneath him! A monster that had once taken two lost brothers in, had patiently listened to their plights, that had once been repulsed with the cruelties of the world, who had once fought against such tragedies, fought to keep others from experiencing them and NOW, now was the orchestrator of that same exact chaos.

Dreadwing’s spark was thundering, his shock and feeling of betrayal scorching through his fuel lines like acid. He had followed this mech, believed in him, worshipped him, given him EVERYTHING…

**_Skyquake… My brother, my… You died for this!? FOR THIS!? Now I am alone but I had thought of your death as worth something! Worth a cause that, that fought for the broken and abused not one that… That…_ **

“ARRRRRRRRRRGHHHHH! You _bastard_! FILTHY BASTARD! I would have followed you to the end of the UNIVERSE! My, my brother DID and for _WHAT_!? For you to turn into the very thing we swore to protect others from!? Look, just LOOK at what you have BECOME!” He screamed, his optics blazing as he raised his fist once more.  “You are just like them and, and my brother died for NOTHING! NOOOOTHING! Nothing but a sadistic…”

 _SLAM!_ His fist was flying before he even realized.

“CRUEL…”

 _BANG!_ He couldn’t see, couldn’t vent.

“SICK…”

 _CRACK!_ Blood was squirting up with each hit now, dripping from his knuckles and splashing across his frame.

“MONSTEEEER!” Dreadwing hollered, his faceplates mere inches from Megatron’s bleeding ones before he lifted his arm one last time, the limb trembling so badly he almost didn’t have the control enough to transform it but he snarled and pushed through his rage, his mourning, his disgust and once the whirling of gears stopped a sob escaped him as he slammed the rifle right against his Lord’s chest plates.

Megatron looked up at his Captain weakly, only one optic able to open at this point and again he felt confused when he saw the broken look on the mech’s faceplates. “D-Dread…” He croaked out yet stilled as Dreadwing screamed.

“NOOO! No, no longer shall you address me so simply you BEAST!” Dreadwing snarled as his optics narrowed and more coolant dripped from them. “I trusted you. We, we all did… We all looked up to you and look at what has befallen us all for it. LOOK AT SOUNDWAVE!” He shouted as he grabbed Megatron’s helm and jerked it to face where Soundwave lie.

Megatron blinked energon from his good optic, his vision too blurry at first to understand what he was looking at when a dark lump of metal came into focus and he felt his spark clench as he scanned over the pool of energon that now circled the mech. **_S-Soundwave!? What… What has happened!? Who would do such a thing!? I… ARRRRRRRGH!_**

“Who, WHO DID THIS!?”

Dreadwing pulled back as his Lord hollered furiously under him, his optics flickering with confusion as Megatron began to flail and scream. **_Wh-what…_**

“WHO DID THIS!? I will rip them APART! I…” Megatron paused in his frantic escape as another thought filled his tattered processor and he looked at Dreadwing despair and horror in his optic. “Where is Orion!? If, if someone attacked Soundwave… Orion was with us! WE NEED TO FIND HIM!”

Dreadwing’s fury fell a little further back as he stared at Megatron in stunned silence. “Megatron… It was _you_ that did this.” He muttered, his voice low and sharp and yet the warlord only looked at him like he was mad.

Megatron’s good optic narrowed, his sharp denta clenching together as he snarled. “I did this!? Are you _INSANE_!? I would _never_ …”

“YOU DID THIS!” Dreadwing cut his words off, his anger bleeding through as he jabbed his digit towards Soundwave’s inert form. “You hurt him! You raped Optimus, or _Orion_ as your twisted processor would like to call him! You forced a bond on him, you… You did this! _YOU!_ YOU ARE THE MONSTER HERE!”

“How DARE YOU!” Megatron bellowed, his good arm rising to throttle the mech above him yet the traitor just grabbed his wrist and held is away. “How DARE YOU! TRAITOR! TRAAAAITOR! You did this DIDN’T YOOOU!? You took my FAMILY because of your BROTHER!”

Dreadwing’s rifle whirled to life, his fury clouding his judgment as the level of his Lord’s insanity becoming blaringly clear. “You are insane! INSANE! YOU DID THIS! YOU…”

“TRAITOR!” Megatron shouted back, his faceplates twisting with pain and rage and before Dreadwing could say another word the sound of running pede steps filled the air.

**_NO! Damnit, I had forgotten I called the troops!_ **

It was then, as dozens of soldiers ran in to find an unconscious Soundwave in a pool of energon, Dreadwing holding Megatron down, his rifle charged and ready as it burned against Megatron’s chestplates, and the warlord screeching about his betrayal that the Captain cursed himself for his stupidity.

 ** _I was careless…_** Was the last thing Dreadwing thought before Megatron’s voice thundered across the hall.

“KILL HIM! KILL THE TRAITOR!”

**_………………………._ **

**_How long has it been? A breem, half a breem? Ugh… Well, nothing has exploded yet, dunno if that is a good thing or a bad one._ **

Knockout shifted in Optimus’s arm, his lost servo nothing more than a dull ache now but he was beginning to cramp elsewhere.

He peered up, a smile rising on his faceplates for how serene Optimus looked as he slept, it was expression he didn’t get to see on the larger mech often these days… **_Normally just pain, or sorrow… Oh Optimus, I am so sorry but, but we are getting you out of here! Even if… Even if it is just you, all we need to do is… Wait._**

Waiting, Knockout hated waiting. In fact it seemed that through this entire nightmare all he had been able to do was wait.

Wait for Optimus to return to him bloodied and bruised, wait until Megatron was done with him again, wait until the plan could work, wait to see what would come from everything, all the while hoping Optimus wouldn’t break down entirely and yet… He wasn’t sure if Optimus _hadn’t_ shattered beyond repair or not.

He was bonded now to Megatron, he was possibly sparked, his frame hardly looked recognizable, his processor was in tatters… Did Megatron do it? Did he actually break him down enough to, to completely change Optimus forever?

**_No, no stop right there mech! That fragging slag isn’t going to help. Soon we will be out of here, and Optimus can begin to heal. We all will be able to, if we all get out anyways._ **

The thought of Optimus being rescued without him hurt the medic’s spark but if it saved Optimus, frag he would do anything to save this mech. That thought had him smiling oddly, and he thought of their kiss from earlier.

It was one of a growing number now but, but every one just filled him with the same sense of wonder. He hadn’t kissed any mech but Breakdown his whole life and he never thought that would change after Breakdown’s death, especially not with the fragging Prime!

He chuckled lightly, snuggling in closer to Optimus as he reveled in the opportunity to be close to the mech. **_Life is such a funny thing isn’t it Breakdown? I still love you, and will always have a place in my spark for you but… But Optimus, I think he really cares for me, I think he will take good care of me. Would you approve? Do you approve?_**

His spark ached as he thought of his lost love but the ache was far less consuming now, more like a reminder of pain but not the kind that made him fall to his knees in agony and he knew that that had a lot to do with the mech that slept next to him now.

**_I love him Breakdown, it took me almost dying to admit it… I think just because I was nervous about betraying my love for you but now I see it isn’t like that. I have you and him in my spark, perhaps not physically for either of you, but that doesn’t change things! I know how I feel and, and perhaps Optimus is stuck with Megatron’s twisted energy latched onto him but I won’t let that get between us…_ **

“Unnn…”

Knockout tilted his helm up as Optimus suddenly moaned, the mech’s frame jerking a bit before he became silent once more. **_Poor fragger, probably having a nightmare… Has plenty to haunt him now, can’t escape the torture even during recharge._**

Optimus jerked again, Knockout’s frame banging into the side of the vent from the sudden movement and the medic felt his spark clench for the noise his movements were making. **_Frag, I should wake him before he starts flailing… Not a good place to lose it in._**

He gently placed his servo on Optimus’s cheek, rubbing the protoform there as he called softly to the mech. “Optimus? Hey, hey big guy… You need to wake up.”

Optimus groaned, his frame stiffening for a second but that was about it. **_Arrgh damnit, I didn’t even consider nightmares… Fraggin monster fucking up all sorts of… Uhhh, ok._**

He angled his frame, turning carefully so his chest was against Optimus’s but still not touching the gaping wound on his side before he rubbed the mech’s cheek a little harder. “Hey! Optimus, you need to wake up! You are dreaming and I really don’t wanna get squished!”

Optimus bucked a bit under him, a moan of pain or pleasure coming from the larger mech, Knockout wasn’t sure until Optimus’s arm came up and wrapped around his back holding him close.

A blush fell across Knockout’s faceplates, more than aware how his hips were now grinding against Optimus’s and he berated himself for even noticing! **_Come on mech! Poor Prime has been through hell and you are over here blushing like some youngling because your panels are touching!?_**

“Optimus! Optimus wake up! Please!? We need to…”

“Uhhh, Kn-Knockout…” Optimus whimpered, his hips rolling forwards and Knockout’s blush burned a far more brilliant shade of blue.

 ** _Holy frag! Is, is he dreaming about me!? Oh my gooooodness!_** Were the situation not as dire as it was Knockout would have loved, LOVED to mess with the bot in ways that were wrong on too many levels BUT he needed to remind himself where he was and WHY.

“O-Optimus! Hey handsome, you need to wake up! Come on I need you to WAKE UP!” He insisted, his voice getting loud enough to cause Laserbeak to chirp at him and he was about to ask the bot to help him when Optimus’s optics fluttered open and the larger mech peered down at Knockout with a curious look.

Knockout smiled up at him, uncertain if the mech could see it but it felt right. “H-hey big guy, you doing al…”

Optimus blinked once, twice before his gentle curious expression began to turn to one of fear and then horror. “I… Where, I… I c-can’t… C-can’t s-see! C-can’t…”

**_Oh frag…_ **

Optimus’s frame suddenly stiffened, his arms reaching out around him just to feel nothing but metal walls that were far too close and then the agony in his side crept through his consciousness and he really began to panic.

**_Wh-where am I!? Why c-can’t I see!? Who is on top of me!? H-help! HELP!_ **

“MEGATRONUS!?” Optimus cried, his frame flailing in the little space, his digits scratching at the walls madly and Knockout felt his spark sink in despair.

**_He is calling for Megatronus? Shit…_ **

“O-Op… Orion, hush, you are fine! You are ok.” He said quietly, luckily easing the mech’s panic for a moment at Optimus… Or Orion looked down at him fearfully.

“Wh-who are y-you?” He asked, his voice sounding so young and innocent and Knockout fought from growling at the change.

**_One moment Optimus the next Orion… Is, is this how it will be now?_ **

“I… I am a friend.” Knockout mumbled sadly, his voice gravelly and glossa too big for his intake. “You are safe.”

Optimus trembled, his frame vibrating so much there was a constant thrum of vibration. “C-Can’t s-see… Or s-speak… S-speak b-bad…”

Knockout nodded somberly. “Yes, there… There is a reason for that but you are safe with me Op… I am Knockout, do you remember Knockout?” He asked, telling himself over and over that it didn’t matter if he didn’t it was FINE but…

“Kn-Knock…” Optimus’s groaned suddenly, his dim optics shutting as if in pain. “Nnnnngnnn… H-hurts…”

“Easy! Easy mech, it is ok… You don’t have to, arrrgh… Don’t push yourself.” Knockout begged, his servo rising to go to Optimus’s helm but he was afraid to touch the mech in case it just made everything worse.

Optimus moaned, his helm flying back as agony tore through his processor and Knockout cringed as it _slammed_ against the floor of the vent loudly.

“Oh _frag_ Optimus! Are you alright!? He asked, crawling up the mech’s chassis to get a better look but Optimus lifted his helm at the same time and their forehelms smashed into one another just at the last second.

“Uuuugh!”

“OWWWW!”

Knockout rubbed at his helm, his vision filling with spots and Optimus did much the same, shaking his helm to clear it yet when he opened his optics blue light actually came from them! It was still faint and flickering but there all the same.

Knockout blinked in surprise, a smile rising on his lips as he chuckled. “Well frag, look at that.”

Optimus blinked at him in turn, the larger mech’s faceplates going through a myriad of emotions until he too smiled. “I s-see y-you.”

Knockout’s grin widened, “I see you too.” He paused then, his optics narrowing worriedly. “Are, are you alright Op… Um…” He stopped, unsure who he was talking to now and Optimus or, whomever was there now, seemed to understand the reason for his hesitation and those brilliant optics dimmed.

“I a-am h-here, Kn-Knockout.” Optimus, really Optimus stuttered sadly, his flickering optics looking away in shame. “F-forgive m-me…D-di I h-hurt y-you?”

Knockout sighed, rubbing his forehelm before laughing quietly. “You give yourself too much credit mech, I worked on a Decepticon ship for vorns, one little helm bump is nothing!” As Optimus turned back to him, the larger mech’s optics glowing a little brighter and just a hint of a smile rising on his faceplates Knockout felt that band of stress around his spark ease. “Frag mech, I remember one time one bot freaked out so bad he threw a whole berth at the med bay door. I had to crawl under the twisted thing to get out of my office for the whole fragging day!”

The medic chuckled as Optimus’s optics widened even more. “YEAH! Oh the stories I have… Phew. Does Ratchet have many like that?” He asked, happy as he saw more light come into the Prime’s optics, and they seemed to stop flickering as the mech thought.

“Wr-wrenches…” Optimus chuckled out, his smile growing as he thought of Ratchet. “G-go through n-numerous wr-wrenches.”

Knockout laughed harder, Optimus joining him as he shook his helm. “B-Bulkhead is d-destructive as w-w-well. P-poor m-m-mech.”

The red mech nodded, “Yeah well when you’re basically a huge walking wrecking ball… Now don’t get me wrong, I like big mechs but there are some that are far more graceful in how they carry themselves, like _you_ for example.” He looked down and the larger mech, grinning at the light blush that came across Optimus’s faceplates.

Knockout hummed thoughtfully, his processor spinning as he thought of other ways to keep Optimus from his nightmares and pass the time in their tiny prison. “Umm, so when we get outta this Hell hole you think, do you think they will take us in, your Autobots I mean.”

Optimus nodded his optics rising as he thought of his team and his spark ached as memories ran through his helm. He missed them, he missed them _terribly_ yet in all this chaos he hadn’t really been able to think of them and… And to do so now…

Optimus cleared his vocalizer, surprised how talking with Knockout seemed to sort out his broken thoughts as well as his speech patterns. “Y-yes. T-time p-perhaps to h-heal, b-b-build trust, but y-yes.”

Knockout smiled at that but his optics dimmed, “I should have gone with you that night.” He said hollowly, his servo beginning to pull the sensors off of Optimus’s helm as he spoke. “I should have run and never looked back, if I had you wouldn’t be… You wouldn’t…”

Optimus lifted his now still servo to the mech’s arm, rubbing it gently as the smaller mech looked over at him. “Not your f-fault. N-none of this is y-your fault, Knockout. In fact w-without you I don’t know if I c-could handle all of th-this.”

“Without _me_ you wouldn’t be here.” The medic retorted bitterly, his helm turning away as his optics began to burn. **_I, I am to blame for all of this… If only I had gone… Why, why didn’t I follow him then? What was I afraid of? Was, was I afraid of being loved again? I wonder…_**

Optimus grunted, pulling himself up to an elbow as he reached out with his other servo and placed it under Knockout’s chin, gently pulling his helm back to face him. “In a way, I am g-grateful. I would have never l-looked at you, gotten to kn-know you as I d-do now if n-not for this ch-chaos.”

A drip of coolant fell from Knockout’s optic, and he sniffled as he scanned over Optimus’s honest and smiling faceplates. “I w-wish I could have s-seen your w-wonder b-before now.” Optimus said softly, his optics flickering at a slower speed as he smiled broadly. “I wish I had given myself the c-chance to realize just h-how beautiful you t-truly are, Kn-Knockout, and for that I am s-sorry. I had no idea and n-now that I d-do… I don’t want to l-let you go. If this is w-what it takes t-to find a mech l-like you… Don’t you see, Knockout? I… I…” Optimus stopped himself, his spark hammering as he looked over the mech before him.

He had never felt this way before, this longing, this sense of protection, this warmth. It was like seeing the sunrise for the first time. Watching in silent awe as something magnificent dawned before him, and in this world of darkness Knockout _was_ his sun. He was his hope, his rock, his little oasis in a storm of shame, guilt, pain, loneliness, and loss and yet…

What did he give this mech in return? What did he give to _any_ of them but pain, punishment, loss and… And did he really want that for Knockout?

Knockout swallowed hard, his own spark whirling as Optimus peered so deeply into his optics, he was both terrified and yearning to hear what Optimus was going to say. To hear Optimus’s voice, broken or not was always a wonder but, but the way the mech was looking at him made him nervous.

It was the look of a noble mech that was about to make a stupid choice, a rash decision that _he_ would say was for the best, that would save others from suffering or some shit and Knockout, he didn’t like that look on Optimus.

“You think?” He pressed, his voice a whisper as he inched closer to the mech, his optics never leaving the other’s.

“I…” Optimus strangled out, his throat tight with fear. What was he about to say? Should he be smart about this and, and push the mech away? He, he was nothing right now, what did he have to offer Knockout? He was broken, filthy, weak… He couldn’t take this poor mech down with him, he didn’t deserve it! Poor Knockout had already suffered so much, and to, to let his selfish love of the mech put him through further hell he…  Did he deserve such a love like this, such loyalty?

Optimus’s frame fell limp, his helm falling back as doubt and self-loathing filled him. “J-just th-thank you.” He said quietly, feeling even more a coward than ever but he couldn’t do this, not to Knockout. He didn’t know what was happening to him, and if he _wasn’t_ strong enough to deal with it all, if he was ruined because of Megatron, he couldn’t leave the mech to mourn another loss.

Knockout blinked down at the mech, his spark falling to his tanks as all of the light went from Optimus’s optics and he turned his helm away shamefully. He felt the cold of the their little hideaway wash over him as Optimus pulled his field in tight and all of the light, the warmth seemed to be sucked from the space in an instant.

**_What… Why is he… What was he going to SAY!?_ **

Suddenly Knockout was livid, his spark aching as he watched Optimus pull into himself, as he watched the mech hide and stubbornly decide to make this choice, this unspoken decision all on his own.

“Hey.” He said sternly, making the Prime look up at him in surprise as Knockout looked down at him angrily. “No, no you don’t get to do that! You don’t get to decide to just…”

When Knockout growled suddenly Optimus pulled back, his spark hammering at the change in the small mech. “Kn-Knockout?” He inquired gently as the red mech began shaking slightly.

“You, you can’t just go on and… You can’t keep saying all these… All these fragging beautiful, wonderful things and then… Then just…” Knockout felt tears fill his optics as he glared at the bewildered Prime. “We are in this, we are in this together Prime, Optimus. I… You can’t just… You can’t just look at me, with, with a world of promise in your optics, a world of hope, and light, and… You can’t do that and then the next moment push it all away and hide!”

Optimus felt guilt fill his spark, his optics dimming as they dropped. “I… I d-didn’t… I don’t…” He tried to find the words, the words to apologize with, to help him understand, but nothing seemed right, nothing seemed good enough.

Knockout huffed, his helm tilting up as he gathered his own courage. “There was nothing before you Optimus. Nothing but loss, and apathy. You, you are the reason I _feel_ anything!” His voice cracked a bit, and his servo trembled as he brought it to his faceplates and rubbed his tears away before facing the other mech once again.

“I have waited for you, every time he took you from me. I hated that _that_ was all I could do, it killed me, but I fragging did it! I waited as time ticked away, my spark in agony the whole time… When he took you I always wondered, would this be the last time I see you in there? Would this be the time you broke? I could heal cuts but, but a broken spark!? BUT STILL I WAITED! I wanted to wait! I, I want to be something for you to come back to, ALWAYS! I want to be your SUN! So…  Don’t you take that choice from ME! DON’T YOU DARE!”

Optimus felt his own optics fill with coolant as he shook his helm. “P-please Kn-Knockout, I… I am n-not trying to h-hurt you. I am t-trying to save you! You have already lo-lo-lost someone! And I… I…” Optimus lifted his helm, his optics wide and fearful. “I don’t know if I… If I am even _me_ anymore.” He whispered, the truth falling from his dermas like acid, and he felt his spark shiver under the power of that simple statement.

Knockout vented in deeply, the fury leaving him as Optimus looked up at him so brokenly. “Optimus…”

“I am s-scared, Knockout. I didn’t w-want to tell you, I don’t want you t-to know, b-but I am.” The Prime said as his helm fell back once more but his arm tightened around Knockout’s waist. “I don’t kn-know what… I am scared I am not st-strong enough. T-today I lost so much t-time, so much has been taken, and I d-don’t know if it was because of stasis or if I d-d-disappeared.”

He tilted his helm up, his dim optics peering at the smaller mech as his spark burned inside of him. “I am n-not sure I am st-strong enough to deal with what has happened and I c-can’t take you down with me. I w-won’t let him t-take us both, or hurt you because of wh-what he has turned me i-into.”

Knockout frowned, his optics blazing as he looked at the mech before him, “I don’t know if you are broken either Optimus, or if I am even, but I… Isn’t it worth trying for more? For as much as we don’t know if this, if we could succeed, if we can survive this…” He huffed, his spark whirling nearly as wildly as his processor. “We, we made it this far Optimus and I… I don’t care if you are bonded, I don’t care if you are sparked, I don’t care if you are broken… I LOVE YOU!”

Both mechs stared at one another, both venting raggedly in the tight hideaway they were trapped in before Optimus vented out slowly and smiled.

“Forgive my weakness. I, I love you as well Knockout… I was just afraid.” He said, his voice low but his optics as bright as they could be in his poor sight but, they weren’t flickering anymore, nor was he shaking.

Knockout scowled at him, his red optics skirting between each of Optimus’s before he finally sighed and settled his helm against Optimus’s broken chest plates. “Good… And, no more scaring me like that Optimus… Understand?”

Optimus smiled, his arm tightening as he lowered his helm and kissed the top of Knockout’s. “I understand, my love.”

Knockout felt his spark sing at the larger mech’s words, his helm tilting upwards as he gaped at the Prime. “S-say that again?” He asked, his voice hardly over a whisper.

Optimus’s optics crinkled as he smiled. “I understand, my _love_.”

His lips were against Optimus’s before he even realized he had moved, his frame rubbing against the Prime’s carefully but with such heat, such love, such need. “O-Optimus… Unnnn, I l-love…”

Optimus’s optics widened as Knockout took over, his vents ragged not just from pain but pleasure and longing… He truly loved, _loved_ this mech.

“I love you, I love you so very much Knockout.” He whispered as they pulled away after poor Laserbeak chirped at them angrily and both mechs remembered the nightmare they were still enwrapped in.

Knockout blushed as he lowered himself back into the crook of Optimus’s arm and chassis. “S-Sorry… Been a while.” He muttered sheepishly but the smile on his faceplates never faltered.

Optimus felt like his spark was soaring and he held the medic close to him as he reveled in this simple moment… A moment he never really got to hav…

Suddenly Knockout stiffened in his arm and Optimus stilled fearfully as well. “Kn-Knockout?”

The medic didn’t answer right away, apparently listening to something over his radio and answering privately so Optimus laid back as he waited to understand what was happening. **_I wonder, could it be Soundwave? I… I hope he is alright, or could it be Dreadwing? Did they make it out? Did they get the vehicons on their side?_**

Knockout’s face changed to multiple expressions, the red mech’s optics going from surprised, to despairing, worried, and then determined and it was then he finally looked directly into Optimus’s optics and vented out nervously.

“Kn-Knockout? What…” Optimus started when he felt the smaller mech’s arms tighten around him and curl in close.

“Starscream says hold on.” Was all the medic said before the ship around them began to tip southward and he and Knockout slid towards the vent’s entrance.

“Kn-KNOCKOUT!?” Optimus exclaimed as he scrambled for a hold of something around them and Laserbeak shrieked in surprise.

“HOLLLLD OOOOON!” Knockout cried and Optimus spread his arms, his digits clawing into the walls of the tunnel as the ship continued to pitch forwards and suddenly Optimus realized why.

**_The Nemesis… The Nemesis is falling out of the SKY! We…_ **

**_We are going to CRASH!_ **


End file.
